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FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended DECEMBER 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 1-12252
EQUITY RESIDENTIAL PROPERTIES TRUST
(Exact Name of Registrant as Specified in Its Charter)
MARYLAND 13-3675988
(State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.)
TWO NORTH RIVERSIDE PLAZA, CHICAGO, ILLINOIS 60606
(Address of Principal Executive Offices) (Zip Code)
(312) 474-1300
(Registrant's Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(b) of the Act:
Common Shares of Beneficial Interest, $0.01 Par Value New York Stock Exchange
(Title of Class) (Name of Each Exchange on Which Registered)
Preferred Shares of Beneficial Interest, $0.01 Par Value New York Stock Exchange
(Title of Class) (Name of Each Exchange on Which Registered)
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]
The aggregate market value of voting and non-voting shares held by
non-affiliates of the Registrant was approximately $5.1 billion based upon the
closing price on March 1, 2000 of $40 using beneficial ownership of shares rules
adopted pursuant to Section 13 of the Securities Exchange Act of 1934 to exclude
voting shares owned by Trustees and Officers, some of whom may not be held to be
affiliates upon judicial determination.
At March 1, 2000, 127,911,989 of the Registrant's Common Shares of Beneficial
Interest were outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Part III incorporates by reference information to be contained in the Company's
definitive proxy statement, which the Company anticipates will be filed no later
than March 31, 2000, and thus these items have been omitted in accordance with
General Instruction G(3) to Form 10-K.
2
EQUITY RESIDENTIAL PROPERTIES TRUST
TABLE OF CONTENTS
PART I. PAGE
----
Item 1. Business 4
Item 2. The Properties 28
Item 3. Legal Proceedings 32
Item 4. Submission of Matters to a Vote of Security Holders 32
PART II.
Item 5. Market for Registrant's Common Equity and Related 33
Shareholder Matters
Item 6. Selected Financial Data 33
Item 7. Management's Discussion and Analysis of Financial Condition 36
and Results of Operations
Item 7A. Quantitative and Qualitative Disclosure about Market Risk 47
Item 8. Financial Statements and Supplementary Data 48
Item 9. Changes in and Disagreements with Accountants on Accounting and 48
Financial Disclosure
PART III.
Item 10. Trustees and Executive Officers of the Registrant 49
Item 11. Executive Compensation 49
Item 12. Security Ownership of Certain Beneficial Owners and Management 49
Item 13. Certain Relationships and Related Transactions 49
PART IV.
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K 50
3
PART I
ITEM 1. BUSINESS
GENERAL
Equity Residential Properties Trust ("EQR") is a self-administered and
self-managed equity real estate investment trust ("REIT"). EQR was organized in
March 1993 and commenced operations on August 18, 1993 upon completion of its
initial public offering (the "EQR IPO") of 13,225,000 common shares of
beneficial interest, $0.01 par value per share ("Common Shares"). EQR was formed
to continue the multifamily property business objectives and acquisition
strategies of certain affiliated entities controlled by Mr. Samuel Zell,
Chairman of the Board of Trustees of EQR. These entities had been engaged in the
acquisition, ownership and operation of multifamily residential properties since
1969. As used herein, the term "Company" includes EQR and those entities owned
or controlled by it, as the survivor of the mergers between EQR and each of
Wellsford Residential Property Trust ("Wellsford") (the "Wellsford Merger"),
Evans Withycombe Residential, Inc. ("EWR") (the "EWR Merger"), Merry Land &
Investment Company, Inc. ("MRY") (the "MRY Merger") and Lexford Residential
Trust ("LFT") ("the LFT Merger") (collectively, the "Mergers").
The Company has formed a series of partnerships (the "Financing
Partnerships") which beneficially own certain Properties (see definition below)
that may be encumbered by mortgage indebtedness. In general, these are
structured so that ERP Operating Limited Partnership (the "Operating
Partnership"), a subsidiary of EQR, owns a 1% limited partner interest and a 98%
general partner interest in each, with the remaining 1% general partner interest
in each Financing Partnership owned by various qualified REIT subsidiaries
wholly owned by the Company (each a "QRS Corporation"). Rental income from the
Properties that are beneficially owned by a Financing Partnership is used first
to service the applicable mortgage debt and pay other operating expenses and any
excess is then distributed 1% to the applicable QRS Corporation, as the general
partner of such Financing Partnership, and 99% to the Operating Partnership, as
the sole 1% limited partner and as the 98% general partner. The Company has also
formed a series of limited liability companies that own certain Properties
(collectively, the "LLCs"). The Operating Partnership is a 99% managing member
of each LLC and a QRS Corporation is a 1% member of each LLC.
The Company's subsidiaries include the Operating Partnership, a series
of management limited partnerships and companies (collectively, the "Management
Partnerships" or the "Management Companies"), the Financing Partnerships, the
LLC's and certain other entities.
As of December 31, 1999, the Company owned or had interests in 1,062
multifamily properties containing 225,708 units, of which it wholly-owned a
portfolio of 983 multifamily properties (individually, a "Property" and
collectively, the "Properties") containing 214,060 units. The remaining 79
properties represent investments in partnership interests and/or subordinated
mortgages containing 11,648 units. The Company's Properties are located in 35
states throughout the United States. The Company is one of the largest publicly
traded REIT's (based on the aggregate market value of its outstanding Common
Shares) and is the largest publicly traded REIT owner of multifamily properties
(based on the number of apartment units wholly owned and total revenues earned).
Since the EQR IPO and through December 31, 1999, the Company, through
the Operating Partnership, has acquired direct interests in 988 properties
containing 209,975 units in the aggregate for a total purchase price of
approximately $12 billion, including the assumption of approximately $3.2
billion of mortgage indebtedness and $848.2 million of unsecured notes. Since
the EQR IPO and through December 31, 1999, the Company has disposed of 74
properties, containing 17,640 units for a total sales price of approximately
$654.2 million.
4
PART I
The Company's corporate headquarters and executive offices are located
in Chicago, Illinois. In addition, the Company has 31 management offices in the
following cities:
- Scottsdale and Tucson, Arizona;
- Irvine, Sacramento and San Francisco, California;
- Denver, Colorado;
- Tampa, Jacksonville, Ft. Lauderdale and Orlando, Florida;
- Atlanta and Augusta, Georgia;
- Chicago, Illinois;
- Kansas City, Kansas;
- Louisville, Kentucky;
- Bethesda, Maryland;
- Ypsilanti, Michigan;
- Minneapolis, Minnesota;
- Las Vegas, Nevada;
- Charlotte and Raleigh, North Carolina;
- Reynoldsburg, Ohio
- Tulsa, Oklahoma;
- Portland, Oregon;
- Nashville and Memphis, Tennessee.
- Dallas, Houston and San Antonio, Texas; and
- Seattle and Redmond, Washington
The Company has approximately 6,700 employees. An on-site manager, who
supervises the on-site employees and is responsible for the day-to-day
operations of the Property, directs each of the Company's Properties. A leasing
administrator and/or property administrator generally assists the manager. In
addition, a maintenance director at each Property supervises a maintenance staff
whose responsibilities include a variety of tasks, including responding to
service requests, preparing vacant apartments for the next resident and
performing preventive maintenance procedures year-round.
BUSINESS OBJECTIVES AND OPERATING STRATEGIES
The Company seeks to maximize both current income and long-term growth
in income, thereby increasing:
- the value of the Properties;
- distributions on a per Common Share basis; and
- shareholders' value.
The Company's strategies for accomplishing these objectives are:
- maintaining and increasing Property occupancy while increasing
rental rates;
- controlling expenses, providing regular preventive maintenance,
making periodic renovations and enhancing amenities;
- maintaining a ratio of consolidated debt-to-total market
capitalization of less than 50%;
- strategically acquiring and disposing of properties; and
- purchasing newly developed, as well as co-investing in the
development of, multifamily communities.
The Company is committed to tenant satisfaction by striving to
anticipate industry trends and implementing strategies and policies consistent
with providing quality tenant services. In addition, the
5
PART I
Company continuously surveys rental rates of competing properties and
conducts satisfaction surveys of residents to determine the factors they
consider most important in choosing a particular apartment unit.
ACQUISITION STRATEGIES
The Company anticipates that future property acquisitions will be
located in the continental United States. Management will continue to use market
information to evaluate acquisition opportunities. The Company's market database
allows it to review the primary economic indicators of the markets where the
Company currently manages Properties and where it expects to expand its
operations. Acquisitions may be financed from various sources of capital, which
may include retained cash flow, issuance of additional equity securities, sales
of Properties and collateralized and uncollateralized borrowings. In addition,
the Company may acquire additional multifamily properties in transactions that
include the issuance of limited partnership interests in the Operating
Partnership ("OP Units") as consideration for the acquired properties. Such
transactions may, in certain circumstances, partially defer the sellers' tax
consequences.
When evaluating potential acquisitions, the Company will consider:
- the geographic area and type of community;
- the location, construction quality, condition and design of the
property;
- the current and projected cash flow of the property and the ability
to increase cash flow;
- the potential for capital appreciation of the property;
- the terms of resident leases, including the potential for rent
increases;
- the potential for economic growth and the tax and regulatory
environment of the community in which the property is located;
- the occupancy and demand by residents for properties of a similar
type in the vicinity (the overall market and submarket);
- the prospects for liquidity through sale, financing or refinancing
of the property;
- the benefits of integration into existing operations; and
- competition from existing multifamily properties and the potential
for the construction of new multifamily properties in the area.
The Company expects to purchase multifamily properties with physical
and market characteristics similar to the Properties.
DEVELOPMENT STRATEGIES
The Company seeks to acquire newly constructed properties and make
investments towards the development of properties in markets where it discerns
strong demand, which the Company believes will enable it to achieve superior
rates of return. The Company's current communities under development and future
developments are in markets or will be in markets where certain market
demographics justify the development of high quality multifamily communities. In
evaluating whether to develop an apartment community in a particular location,
the Company analyzes relevant demographic, economic and financial data.
Specifically, the Company considers the following factors, among others, in
determining the viability of a potential new apartment community:
- income levels and employment growth trends in the relevant market;
- uniqueness of location;
- household growth and net migration of the relevant market's
population;
- supply/demand ratio, competitive housing alternatives, sub-market
occupancy and rent levels;
- barriers to entry that would limit competition; and
- purchase prices and yields of available existing stabilized
communities, if any.
6
PART I
DISPOSITION STRATEGIES
Management will use market information to evaluate dispositions.
Factors the Company considers in deciding whether to dispose of its Properties
include the following:
- potential increases in new construction;
- areas where the economy is expected to decline substantially; and
- markets where the Company does not intend to establish long-term
concentrations.
The Company will reinvest the proceeds received from property
dispositions primarily to fund property acquisitions as well as fund development
activities. In addition, when feasible the Company may structure these
transactions as tax deferred exchanges.
FINANCING STRATEGIES
The Company intends to maintain a ratio of consolidated debt-to-total
market capitalization of 50% or less. At December 31, 1999, the Company had a
ratio of approximately 42.75% based on the market value of equity equal to the
closing price of the Company's Common Shares on the New York Stock Exchange and
assuming conversion of all OP Units plus the liquidation preference of the
Company's preferred shares of beneficial interest, $0.01 par value per share
("Preferred Shares") and the Operating Partnership's preference units and
interests. It is the Company's policy that EQR shall not incur indebtedness
other than short-term trade, employee compensation, dividends payable or similar
indebtedness that will be paid in the ordinary course of business, and that
indebtedness shall instead be incurred by the Operating Partnership to the
extent necessary to fund the business activities conducted by the Operating
Partnership and its subsidiaries.
EQUITY OFFERINGS FOR THE YEARS ENDED DECEMBER 31, 1997, 1998 AND 1999
During 1997, the Company issued 84,183 Common Shares pursuant to the
Employee Share Purchase Plan at net prices which ranged from $35.63 per share to
$42.08 per share and raised approximately $3.2 million in connection therewith.
In March 1997, the Company completed three separate public offerings
relating to an aggregate of 1,921,000 publicly registered Common Shares, which
were sold to the public at a price of $46 per share. The Company received net
proceeds of approximately $88.3 million therefrom.
In May 1997, the Company sold 7,000,000 depositary shares (the "Series
D Depositary Shares"). Each Series D Depositary Share represents a 1/10
fractional interest in a 8.60% Series D Cumulative Redeemable Preferred Share of
Beneficial Interest, $0.01 par value per share (the "Series D Preferred
Shares"). The liquidation preference of each of the Series D Preferred shares is
$250.00 (equivalent to $25 per Series D Depositary Share). The Company received
net proceeds of approximately $169.5 million from this offering (the "Series D
Preferred Share Offering").
In June 1997, the Company completed five separate public offerings
comprising an aggregate of 8,992,023 publicly registered Common Shares, which
were sold to the public at prices ranging from $44.06 to $45.88 per share. The
Company received net proceeds of approximately $398.9 million therefrom.
In September 1997, the Company completed the sale of 498,000 publicly
registered Common Shares, which were sold to the public at a price of $51.125
per share. The Company received net proceeds of approximately $24.2 million in
connection with this offering.
7
PART I
In September 1997, the Company sold 11,000,000 depositary shares (the
"Series G Depositary Shares"). Each Series G Depositary Share represents a 1/10
fractional interest in a 7 1/4% Series G Convertible Cumulative Preferred Share
of Beneficial Interest, $0.01 par value per share (the "Series G Preferred
Shares"). Series G Depositary Shares representing Series G Preferred Shares are
convertible at the option of the holder thereof at any time into Common Shares
at a conversion price of $58.58 per Common Share (equivalent to a conversion
rate of approximately .4268 Common Shares for each Series G Depositary Share).
The liquidation preference of each of the Series G Preferred Shares is $250.00
per share (equivalent to $25 per Series G Depositary Share). The Company
received net proceeds of approximately $264 million from this offering (the
"Series G Preferred Share Offering"). In addition, in October 1997, the Company
sold 1,650,000 additional Series G Depositary Shares pursuant to an
over-allotment option granted to the underwriters and received net proceeds of
approximately $39.6 million therefrom.
In October 1997, in connection with the acquisition of a portfolio of
Properties, the Company issued 3,315,500 publicly registered Common Shares,
which were issued at a price of $45.25 per share with a value of approximately
$150 million.
On November 3, 1997, the Company filed with the SEC a Form S-3
Registration Statement to register 7,000,000 Common Shares pursuant to a
Distribution Reinvestment and Share Purchase Plan. This registration statement
was declared effective on November 25, 1997. The Distribution Reinvestment and
Share Purchase Plan (the "DRIP Plan") of the Company provides holders of record
and beneficial owners of Common Shares, Preferred Shares, and limited
partnership interests in the Operating Partnership with a simple and convenient
method of investing cash distributions in additional Common Shares (which is
referred to herein as the "Dividend Reinvestment - DRIP Plan"). Common Shares
may also be purchased on a monthly basis with optional cash payments made by
participants in the Plan and interested new investors, not currently
shareholders of the Company, at the market price of the Common Shares less a
discount ranging between 0% and 5%, as determined in accordance with the DRIP
Plan (which is referred to herein as the "Share Purchase - DRIP Plan").
In December 1997, in connection with an acquisition of a Property, the
Company issued 736,296 publicly registered Common Shares, which were issued at a
price of $48.85 per share with a value of approximately $36 million.
Also in December 1997, the Company completed the sale of 467,722
publicly registered Common Shares, which were sold at a price of $51.3125 per
share. The Company received net proceeds of approximately $22.8 million in
connection with this offering.
During 1998, the Company issued 93,521 Common Shares pursuant to the
Employee Share Purchase Plan and received net proceeds of approximately $3.7
million.
During 1998, the Company issued 1,023,184 Common Shares pursuant to the
Share Purchase - DRIP Plan and received net proceeds of approximately $50.7
million.
During 1998, the Company issued 10,230 Common Shares pursuant to the
Dividend Reinvestment - DRIP Plan and received net proceeds of approximately
$0.4 million.
On January 27, 1998, the Company completed an offering of 4,000,000
publicly registered Common Shares, which were sold to the public at a price of
$50.4375 per share. The Company received net proceeds of approximately $195.3
million in connection therewith.
On February 3, 1998, the Company filed with the SEC a Form S-3
Registration Statement to register $1 billion of equity securities. The SEC
declared this registration statement effective on February
8
PART I
27, 1998. In addition, the Company carried over $272 million related to the
registration statement effective on August 4, 1997. As of December 31, 1999,
$1.1 billion remained outstanding under this registration statement.
On February 18, 1998, the Company completed two offerings of 988,340
publicly registered Common Shares, which were sold to the public at a price of
$50.625 per share. On February 23, 1998, the Company completed an offering of
1,000,000 publicly registered Common Shares, which were sold to the public at a
price of $48 per share. The Company received net proceeds from these offerings
of approximately $95 million.
On March 30, 1998, the Company completed an offering of 495,663
publicly registered Common Shares, which were sold at a price of $47.9156 per
share. The Company received net proceeds of approximately $23.7 million in
connection therewith.
On April 29, 1998, the Company completed an offering of 946,565
publicly registered Common Shares, which were sold at a price of $46.5459 per
share. The Company received net proceeds of approximately $44.1 million in
connection therewith.
On September 20, 1998, the Company completed its repurchase of
2,367,400 of its Common Shares of beneficial interest, on the open market, for
an average price of $40 per share. The purchases were made between August 5 and
September 17, 1998. The Company paid approximately $94.7 million in connection
therewith. These shares were subsequently retired.
During 1999, the Company issued 147,885 Common Shares pursuant to the
Employee Share Purchase Plan and received net proceeds of approximately $5.2
million.
During 1999, the Company issued 22,534 Common Shares pursuant to the
Share Purchase - DRIP Plan and received net proceeds of approximately $1.0
million.
During 1999, the Company issued 36,132 Common Shares pursuant to the
Dividend Reinvestment - DRIP Plan and received net proceeds of approximately
$1.5 million.
On October 12, 1999, the Company repurchased and retired 148,453 Common
Shares previously issued in connection with the LFT Merger. These Common Shares
were owned by various LFT employees and trustees. The Company paid approximately
$6.3 million in connection therewith.
DEBT OFFERINGS FOR THE YEARS ENDED DECEMBER 31, 1997, 1998 AND 1999
In October 1997, the Operating Partnership issued $150 million of
unsecured fixed rate notes (the "2017 Notes") in a public debt offering. The
2017 Notes are due on October 15, 2017 and bear interest at 7.125%, which is
payable semiannually in arrears on April 15 and October 15, commencing April 15,
1998. The 2017 Notes are redeemable at any time by the Operating Partnership
pursuant to the terms thereof. The Operating Partnership received net proceeds
of approximately $147.4 million in connection with this issuance.
In November 1997, the Operating Partnership issued $200 million of
unsecured fixed rate notes in a public debt offering. Of the $200 million
issued, $150 million of these notes are due November 15, 2001 (the "2001 Notes")
and bear interest at a rate of 6.55%, which is payable semiannually in arrears
on May 15 and November 15, commencing on May 15, 1998. The remaining $50 million
of these notes are due November 15, 2003 (the "2003 Notes") and bear interest at
a rate of 6.65%, which is payable semiannually
9
PART I
in arrears on May 15 and November 15, commencing on May 15, 1998. The Operating
Partnership received net proceeds of approximately $198.5 million in connection
with the 2001 Notes and the 2003 Notes.
On February 3, 1998, the Operating Partnership filed a Form S-3
Registration Statement to register $1 billion of debt securities. The SEC
declared this registration statement effective on February 27, 1998. As of
December 31, 1999, $430 million remained outstanding under this registration
statement.
In April 1998, the Operating Partnership issued $300 million of
unsecured fixed rate notes (the "2015 Notes") in a public debt offering. The
2015 Notes were issued at a discount, which is being amortized over the life of
the notes on a straight-line basis. The 2015 Notes are due April 13, 2015. The
annual interest rate on the 2015 Notes to April 13, 2005 (the "Remarketing
Date") is 6.63%, which is payable semi-annually in arrears on October 13 and
April 13, commencing October 13, 1998. The 2015 Notes are subject to mandatory
tender to the remarketing agent on the Remarketing Date, at the election of the
remarketing dealer and subject to certain limitations. If the remarketing
dealer, initially Salomon Brothers Inc., does not purchase all tendered 2015
Notes on the Remarketing Date, or in certain other limited circumstances, the
Operating Partnership will be required to repurchase the 2015 Notes at 100% of
their principal amount plus accrued interest. If the 2015 Notes are remarketed,
the 2015 Notes will bear interest at the rate determined by the remarketing
dealer on and after the Remarketing Date. The Operating Partnership received net
proceeds of approximately $298.1 million in connection with this issuance. The
Operating Partnership also received approximately $8.1 million from the sale of
the option to remarket the 2015 Notes on the Remarketing Date, which is being
amortized over the term of the 2015 Notes. Prior to the issuance of the 2015
Notes, the Operating Partnership entered into an interest rate protection
agreement to effectively fix the interest rate cost of such issuance at the
Remarketing Date. The Operating Partnership received a one-time settlement
payment from this transaction, which was approximately $0.6 million and is being
amortized over seven years.
In August 1998, the Operating Partnership issued $100 million of
Remarketed Reset Notes (the "August 2003 Notes") in a public debt offering. The
August 2003 Notes were issued at a discount, which is being amortized over the
life of the notes on a straight-line basis. The August 2003 Notes are due August
21, 2003. During the period from and including August 21, 1998 to but excluding
August 23, 1999 (the "Initial Spread Period") the interest rate on the August
2003 Notes was LIBOR plus 0.45%. The current interest rate for the period from
August 23, 1999 to August 22, 2000 is LIBOR plus 0.75%. Beginning August 23,
1999, the Operating Partnership is entitled to redeem the August 2003 Notes on
certain dates and in certain circumstances. The Operating Partnership received
net proceeds of approximately $99.7 million in connection with this issuance.
In September 1998, the Operating Partnership issued $145 million of
unsecured fixed rate notes (the "2000 Notes") in a public debt offering. The
2000 Notes were issued at a discount, which is being amortized over the life of
the notes on a straight-line basis. The 2000 Notes are due September 15, 2000.
The annual interest rate on the 2000 Notes is 6.15%, which is payable
semi-annually in arrears on March 15 and September 15, commencing March 15,
1999. The Operating Partnership received net proceeds of approximately $144.5
million in connection with this issuance.
In June 1999, the Operating Partnership issued $300 million of
redeemable unsecured fixed rate notes (the "June 2004 Notes") in connection with
the Debt Shelf Registration in a public debt offering. The June 2004 Notes were
issued at a discount, which is being amortized over the life of the notes on a
straight-line basis. The June 2004 Notes are due June 23, 2004. The annual
interest rate on the June 2004 Notes is 7.10%, which is payable semiannually in
arrears on December 23 and June 23, commencing December 23, 1999. The Operating
Partnership received net proceeds of approximately $298.0 million in connection
with this issuance.
10
PART I
CREDIT FACILITY
On August 12, 1999 the Company obtained a new three year $700 million
unsecured revolving credit facility, with Bank of America Securities LLC and
Chase Securities Inc. acting as joint lead arrangers. The new line of credit
replaced the Company's $500 million unsecured revolving credit facility, as well
as the $120 million unsecured revolving credit facility which the Company
assumed in the MRY Merger. The prior existing revolving credit facilities were
repaid in full and terminated upon the closing of the new facility. This new
credit facility matures in August 2002 and will be used to fund property
acquisitions, costs for certain properties under development and short term
liquidity requirements. Advances under the credit facility bear interest at
variable rates based upon LIBOR available at various interest periods, plus a
certain spread dependent upon the Company's credit rating. As of March 7, 2000,
$110 million was outstanding under this new facility bearing interest at a
weighted average rate of 6.28%.
BUSINESS COMBINATIONS
On May 30, 1997, the Company completed the acquisition of the
multifamily property business of Wellsford through the Wellsford Merger. The
transaction was valued at approximately $1 billion and included 72 Properties of
Wellsford containing 19,004 units. The purchase price consisted of:
- 10.8 million Common Shares issued by the Company with a market value,
at the date of closing, of $443.7 million;
- liquidation value of $157.5 million for the following:
a) Wellsford Series A Cumulative Convertible Preferred Shares of
Beneficial Interest;
b) Wellsford Series B Cumulative Redeemable Preferred Shares of
Beneficial Interest;
- assumption of mortgage indebtedness and unsecured notes in the amount
of $345 million;
- assumption of other liabilities of approximately $33.5 million; and
- other merger related costs of approximately $23.4 million.
In the Wellsford Merger, each outstanding common share of beneficial
interest of Wellsford was converted into .625 of a Common Share. In addition,
Wellsford Series A Cumulative Convertible Preferred Shares of Beneficial
Interest were redesignated as the Company's 3,999,800 Series E Cumulative
Convertible Preferred Shares of Beneficial Interest, $0.01 par value per share
(the "Series E Preferred Shares") and Wellsford's Series B Cumulative Redeemable
Preferred Shares of Beneficial Interest were redesignated as the Company's
2,300,000 9.65% Series F Cumulative Redeemable Preferred Shares of Beneficial
Interest, $0.01 par value per share (the "Series F Preferred Shares").
On December 23, 1997, the Company completed the acquisition of the
multifamily property business of EWR through the EWR Merger. The transaction was
valued at approximately $1.2 billion and included 53 Properties of EWR
containing 15,331 units and three Properties under construction or expansion
containing 953 units. The purchase price consisted of:
- 10.3 million Common Shares issued by the Company with a market value,
at the date of closing, of approximately $501.6 million;
- assumption of EWR's minority interest with a market value of
approximately $107.3 million;
- assumption of mortgage indebtedness and unsecured notes in the amount
of $498 million;
- assumption of other liabilities of approximately $28.2 million; and
- other merger related costs of approximately $16.7 million.
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PART I
In the EWR Merger, each outstanding common share of beneficial interest
of EWR was converted into .50 of a Common Share.
On October 19, 1998, the Company completed the acquisition of the
multifamily property business of MRY through the MRY Merger. The transaction
was valued at approximately $2.2 billion and included 108 Properties
containing 32,315 units, three Properties under construction and/or expansion
anticipated to contain 872 units and six Additional Properties containing
1,297 units that were contributed to six joint ventures. The purchase price
consisted of:
- 21.8 million Common Shares issued by the Company with a market value,
at the date of closing, of approximately $1 billion;
- liquidation value of $369.1 million for the following:
a) MRY Series A Cumulative Convertible Preferred Shares of Beneficial
Interest;
b) MRY Series B Cumulative Convertible Preferred Shares of Beneficial
Interest;
c) MRY Series C Cumulative Convertible Preferred Shares of Beneficial
Interest;
d) MRY Series D Cumulative Redeemable Preferred Shares of Beneficial
Interest;
e) MRY Series E Cumulative Redeemable Preferred Shares of Beneficial
Interest;
- assumption of MRY's minority interest with a market value of
approximately $40.2 million.
- assumption of mortgage indebtedness, unsecured notes and the
outstanding balance under a line of credit in the amount of $723.5
million;
- assumption of other liabilities of approximately $46.5 million; and
- other merger related costs of approximately $51.9 million.
In the MRY Merger, each outstanding common share of beneficial interest
of MRY was converted into .53 of a Common Share. In addition, MRY spun-off
certain assets and liabilities to Merry Land Properties, Inc. ("MRYP Spinco").
In connection with this spin-off, each holder of MRY common shares received one
share of MRYP Spinco for each twenty shares of MRY common held. As partial
consideration for the transfer, the Company extended a $25 million, one year,
non-revolving loan to MRYP Spinco pursuant to a Senior Debt Agreement. As
additional consideration, the Company extended an additional $20 million of
indebtedness to MRYP Spinco under a 15-year Subordinated Debt Agreement, bearing
interest payable quarterly. The Company also entered into the Preferred Stock
Agreement and received 5,000 shares of MRYP Spinco Preferred Stock with a
liquidation preference of $1,000 per share. In June 1999, MRYP Spinco repaid the
entire outstanding Senior Note balance of $18.3 million and the Subordinated
Debt Agreement balance of $20.0 million and repurchased all 5,000 shares of the
preferred stock for $2.7 million. There is no further obligation by either party
in connection with these agreements.
In addition, MRY Series A Cumulative Convertible Preferred Shares of
Beneficial Interest were redesignated as the Company's 164,951 Series H
Cumulative Convertible Preferred Shares of Beneficial Interest, $0.01 par value
per share (the "Series H Preferred Shares"), the MRY Series B Cumulative
Convertible Preferred Shares of Beneficial Interest were redesignated as the
Company's 4,000,000 Series I Cumulative Convertible Preferred Shares of
Beneficial Interest, $0.01 par value per share (the "Series I Preferred
Shares"), the MRY Series C Cumulative Convertible Preferred Shares of Beneficial
Interest were redesignated as the Company's 4,599,400 Series J Cumulative
Convertible Preferred Shares of Beneficial Interest, $0.01 par value per share
(the "Series J Preferred Shares"), the MRY Series D Cumulative Redeemable
Preferred Shares of Beneficial Interest were redesignated as the Company's
1,000,000 Series K Cumulative Redeemable Preferred Shares of Beneficial
Interest, $0.01 par value per share (the "Series K Preferred Shares") and the
MRY Series E Cumulative Redeemable Preferred Shares of Beneficial Interest were
redesignated as the Company's 4,000,000 Series L Cumulative Redeemable Preferred
Shares of
12
PART I
Beneficial Interest, $0.01 par value per share (the "Series L Preferred
Shares"). During 1999, all of the Series I Preferred Shares were converted into
2,566,797 Common Shares of the Company.
On August 23, 1999, the Company sold its entire interest in the six
joint venture properties to MRYP Spinco and received $54.1 million. There is no
further obligation by either party in connection with the joint venture
agreements.
On October 1, 1999, the Company completed the acquisition of the
multifamily property business of LFT through the LFT Merger. The transaction was
valued at approximately $738 million and included 402 Properties of LFT
containing 36,609 units. The purchase price consisted of:
- 4.0 million Common Shares issued by the Company with a market value,
at the date of closing, of approximately $181.1 million;
- assumption of mortgage indebtedness and unsecured notes in the amount
of $528.3 million;
- acquisition of other assets of approximately $40.9 million and
assumption of other liabilities of approximately $25.3 million; and
- other merger related costs of approximately $24.5 million.
In the LFT Merger, each outstanding common share of beneficial interest
of LFT was converted into .463 of a Common Share.
RECENT TRANSACTIONS
On January 14, 2000, the Company entered into an agreement to acquire,
in an all cash and debt transaction, Globe Business Resources, Inc. ("Globe"),
one of the nation's largest providers of temporary corporate housing and
furniture rental. The shareholders of Globe will receive $13.00 per share upon
closing and up to an additional $0.50 per share post closing, upon final
determination of costs, if any, relating to any potential breaches of certain
representations and covenants. At full funding of $13.50 per share, the Company
would pay approximately $64.8 million in cash for Globe. In addition, the
Company will assume approximately $69.4 million in debt. The acquisition, which
is expected to close during the second quarter of 2000, requires Globe
shareholder approval.
From January 1, 2000 through March 3, 2000, the Company acquired
Windmont Apartments, a 178-unit property located in Atlanta, GA from an
unaffiliated party for a total purchase price of approximately $10.3 million.
From January 1, 2000 through March 3, 2000, the Company disposed of six
Properties for a total sales price of $46.7 million.
On March 3, 2000, Lexford Properties, L.P., a wholly-owned subsidiary
of the Operating Partnership, issued 1.1 million units of 8.50% Series B
Cumulative Convertible Redeemable Preference Units with an equity value of $55.0
million. Lexford Properties, L.P. received $53.6 million in net proceeds from
this transaction. The liquidation value of these units is $50 per unit. The 1.1
million units are exchangeable into 1.1 million shares of 8.50% Series M-1
Cumulative Redeemable Preferred Shares of Beneficial Interest of the Company.
The Series M-1 Preferred Shares are not convertible to EQR Common Shares.
Dividends for the Series B Preference Units or the Series M-1 Preferred Shares
are payable quarterly at the rate of $4.25 per unit/share per year. The net
proceeds received from this transaction will be used for scheduled mortgage and
line of credit repayments.
13
PART I
COMPETITION
All of the Properties are located in developed areas that include other
multifamily properties. The number of competitive multifamily properties in a
particular area could have a material effect on the Company's ability to lease
units at the Properties or at any newly acquired properties and on the rents
charged. The Company may be competing with other entities that have greater
resources than the Company and whose managers have more experience than the
Company's officers and trustees. In addition, other forms of multifamily
properties, including multifamily properties and manufactured housing controlled
by Mr. Zell, and single-family housing, provide housing alternatives to
potential residents of multifamily properties.
RISK FACTORS
THE FOLLOWING RISK FACTORS OMIT THE USE OF DEFINED TERMS USED ELSEWHERE HEREIN
AND CONTAIN DEFINED TERMS THAT ARE DIFFERENT FROM THOSE USED IN THE OTHER
SECTIONS OF THIS REPORT. UNLESS OTHERWISE INDICATED, WHEN USED IN THIS SECTION,
THE TERMS "WE" AND "US" REFER TO EQUITY RESIDENTIAL PROPERTIES TRUST AND ITS
SUBSIDIARIES, INCLUDING ERP OPERATING LIMITED PARTNERSHIP.
Set forth below are the risks that we believe are important to
investors who purchase or own our common shares of beneficial interest or
preferred shares of beneficial interest (which we refer to collectively as
"Shares") or units of limited partnership interest ("Units") of ERP Operating
Limited Partnership, our operating partnership, which are redeemable on a
one-for-one basis for common shares or their cash equivalent. In this section,
we refer to the Shares and the Units together as our "securities," and the
investors who own Shares and/or Units as our "security holders."
DEBT FINANCING AND PREFERRED SHARES COULD ADVERSELY AFFECT OUR PERFORMANCE
GENERAL
As of December 31, 1999, certain of our multifamily properties were
subject to approximately $2.9 billion of mortgage indebtedness and our total
debt equaled approximately $5.5 billion. Of our total debt outstanding, $700.9
million (including the balance of $300 million outstanding on our $700 million
unsecured line of credit) was floating rate debt, and $965.8 million was issued
at tax exempt rates. In addition to debt, we have issued preferred shares of
beneficial interest. Our use of debt and preferred equity financing creates
certain risks, including the following.
SCHEDULED DEBT PAYMENTS COULD ADVERSELY AFFECT OUR FINANCIAL CONDITION
In the future, our cash flow could be insufficient to meet required
payments of principal and interest or to pay distributions on our securities at
expected levels. We may not be able to refinance existing debt (which in
virtually all cases requires substantial principal payments at maturity) and, if
we can, the terms of such refinancing might not be as favorable as the terms of
existing indebtedness. If principal payments due at maturity cannot be
refinanced, extended or paid with proceeds of other capital transactions, such
as new equity capital, our cash flow will not be sufficient in all years to
repay all maturing debt. As a result, we may be forced to postpone capital
expenditures necessary for the maintenance of our properties and may have to
dispose of one or more properties on terms that would otherwise be unacceptable
to us.
FINANCIAL COVENANTS COULD ADVERSELY AFFECT THE COMPANY'S FINANCIAL
CONDITION
If a property we own is mortgaged to secure payment of indebtedness and
we are unable to meet
14
PART I
the mortgage payments, the holder of the mortgage could foreclose on the
property, resulting in loss of income and asset value. Foreclosure on mortgaged
properties or an inability to refinance existing indebtedness would likely have
a negative impact on our financial condition and results of operations. A
foreclosure could also result in our recognition of taxable income without our
actually receiving cash proceeds from the disposition of the property with which
to pay the tax. This could adversely affect our cash flow and could make it more
difficult for us to meet our distribution requirements as a real estate
investment trust (a "REIT").
The mortgages on our properties contain customary negative covenants
that, among other things, limit our ability, without the prior consent of the
lender, to further mortgage the property and to discontinue insurance coverage.
In addition, our credit facilities contain certain customary restrictions,
requirements and other limitations on our ability to incur indebtedness. The
indentures under which a substantial portion of our debt was issued contain
certain financial and operating covenants including, among other things,
maintenance of certain financial ratios, as well as limitations on our ability
to incur secured and unsecured indebtedness (including acquisition financing),
sell all or substantially all of our assets and engage in mergers,
consolidations and certain acquisitions. Accordingly, in the event that we are
unable to raise additional equity or borrow money because of these restrictions,
our ability to acquire additional properties may be limited. If we are unable to
acquire additional properties, our ability to increase the distributions to
security holders, as we have done in the past, will be limited to management's
ability to increase funds from operations, and thereby cash available for
distributions, from the existing properties in our portfolio at such time.
Some of the properties were financed with tax-exempt bonds that contain
certain restrictive covenants or deed restrictions. We have retained an
independent outside consultant to monitor compliance with the restrictive
covenants and deed restrictions that affect these properties. If these bond
compliance requirements require us to lower our rental rates to attract low or
moderate income tenants, or eligible/qualified tenants, then our income from
these properties may be limited.
OUR DEGREE OF LEVERAGE COULD LIMIT OUR ABILITY TO OBTAIN ADDITIONAL
FINANCING
Our debt to market capitalization ratio (total debt as a percentage of
total debt plus the market value of the outstanding common and preferred shares
and units) was approximately 42.75% as of December 31, 1999. We have a policy of
incurring indebtedness for borrowed money only through the Operating Partnership
and its subsidiaries and only if upon such incurrence our debt to market
capitalization ratio would be approximately 50% or less. Our degree of leverage
could have important consequences to security holders. For example, the degree
of leverage could affect our ability to obtain additional financing in the
future for working capital, capital expenditures, acquisitions, development or
other general corporate purposes, making us more vulnerable to a downturn in
business or the economy generally.
RISING INTEREST RATES COULD ADVERSELY AFFECT CASH FLOW
Advances under our credit facility bear interest at variable rates
based upon LIBOR available at various interest periods, plus a certain spread
dependent upon the Company's credit rating. Certain of our senior unsecured debt
instruments also, from time to time, bear interest at floating rates. We may
also borrow additional money with variable interest rates in the future.
Increases in interest rates would increase our interest expenses under these
debt instruments and would increase the costs of refinancing existing
indebtedness and of issuing new debt. Accordingly, higher interest rates would
adversely affect cash flow and our ability to service our debt and to make
distributions to security holders.
15
PART I
CONTROL AND INFLUENCE BY SIGNIFICANT SHAREHOLDERS COULD BE EXERCISED IN A MANNER
ADVERSE TO OTHER SHAREHOLDERS
GENERAL
As of March 1, 2000, (1) Samuel Zell and certain of the current holders
of Units issued to affiliates of Mr. Zell, who contributed 33 properties to us
at the time of our initial public offering, owned in the aggregate approximately
2.85% of our common shares (Mr. Zell and these affiliates are described herein
as the "Zell Original Owners"); (2) certain entities controlled by Starwood
Capital Partners LP ("Starwood") and its affiliates, who contributed 23
properties to us at the time of our initial public offering, owned less than 1%
of our common shares; and (3) our executive officers and trustees, excluding Mr.
Zell (see disclosure above), owned approximately 4.37% of our common shares.
These percentages assume all options are exercised for common shares and all
Units are converted to common shares. In addition, the consent of certain
affiliates of Mr. Zell and Starwood is required for certain amendments to the
Fifth Amended and Restated ERP Operating Limited Partnership Agreement of
Limited Partnership (the "Partnership Agreement"). As a result of their security
ownership and rights concerning amendments to the Partnership Agreement, Mr.
Zell and the Starwood owners may have substantial influence over the Company.
Although these security holders have not agreed to act together on any matter,
they would be in a position to exercise even more influence over the Company's
affairs if they were to act together in the future. This influence might be
exercised in a manner that is inconsistent with the interests of other security
holders.
MR. ZELL AND OTHERS ARE EXEMPT FROM THE 5% OWNERSHIP LIMIT GENERALLY
APPLICABLE TO SECURITIES HOLDERS
In order to maintain its qualification as a REIT under the Internal
Revenue Code of 1986, as amended (the "Code"), not more than 50% of the value of
the outstanding Shares may be owned, directly or indirectly, by five or fewer
individuals (as defined in the Code to include certain entities). To assure
compliance with this test, our Declaration of Trust restricts the ownership of
more than 5% of the lesser of the number or value of the outstanding Shares by
any single security holder, subject to certain exceptions. These restrictions do
not apply to the ownership of common shares that may be acquired by the holders
of Units issued to the Zell Original Owners and the Starwood owners.
Additionally, our Declaration of Trust exempts any transferees of such common
shares from the 5% ownership limit, provided such transfers do not result in an
increased concentration in the ownership.
ENVIRONMENTAL PROBLEMS ARE POSSIBLE AND CAN BE COSTLY
Federal, state and local laws and regulations relating to the
protection of the environment may require a current or previous owner or
operator of real estate to investigate and clean up hazardous or toxic
substances or petroleum product releases at such property. The owner or operator
may have to pay a governmental entity or third parties for property damage and
for investigation and clean-up costs incurred by such parties in connection with
the contamination. These laws typically impose clean-up responsibility and
liability without regard to whether the owner or operator knew of or caused the
presence of the contaminants. Even if more than one person may have been
responsible for the contamination each person covered by the environmental laws
may be held responsible for all of the clean-up costs incurred. In addition,
third parties may sue the owner or operator of a site for damages and costs
resulting from environmental contamination emanating from that site.
Environmental laws also govern the presence, maintenance and removal of
asbestos. These laws require that owners or operators of buildings containing
asbestos properly manage and maintain the asbestos, that they notify and train
those who may come into contact with asbestos and that they
16
PART I
undertake special precautions, including removal or other abatement, if asbestos
would be disturbed during renovation or demolition of a building. These laws may
impose fines and penalties on building owners or operators who fail to comply
with these requirements and may allow third parties to seek recovery from owners
or operators for personal injury associated with exposure to asbestos fibers.
Substantially all of our properties have been the subject of
environmental assessments completed by qualified independent environmental
consultant companies. These environmental assessments have not revealed, nor are
we aware of, any environmental liability that our management believes would have
a material adverse effect on our business, results of operations, financial
condition or liquidity.
We cannot assure you that existing environmental assessments of our
properties reveal all environmental liabilities, that any prior owner of any of
our properties did not create a material environmental condition not known to
us, or that a material environmental condition does not otherwise exist as to
any one or more of our properties.
OUR PERFORMANCE AND SHARE VALUE ARE SUBJECT TO RISKS ASSOCIATED WITH THE REAL
ESTATE INDUSTRY
GENERAL
Real property investments are subject to varying degrees of risk and
are relatively illiquid. Several factors may adversely affect the economic
performance and value of our properties. These factors include changes in the
national, regional and local economic climate, local conditions such as an
oversupply of multifamily properties or a reduction in demand for our
multifamily properties, the attractiveness of our properties to tenants,
competition from other available multifamily property owners and changes in
market rental rates. Our performance also depends on our ability to collect rent
from tenants and to pay for adequate maintenance, insurance and other operating
costs, including real estate taxes, which could increase over time. Also, the
expenses of owning and operating a property are not necessarily reduced when
circumstances such as market factors and competition cause a reduction in income
from the property.
WE MAY BE UNABLE TO RENEW LEASES OR RELET SPACE AS LEASES EXPIRE
When our tenants decide not to renew their leases upon expiration, we
may not be able to relet their space. Even if the tenants do renew or we can
relet the space, the terms of renewal or reletting may be less favorable than
current lease terms. If we are unable to promptly renew the leases or relet the
space, or if the rental rates upon renewal or reletting are significantly lower
than expected rates, then our results of operations and financial condition will
be adversely affected. Consequently, our cash flow and ability to service debt
and make distributions to security holders would be reduced.
NEW ACQUISITIONS OR DEVELOPMENTS MAY FAIL TO PERFORM AS EXPECTED AND
COMPETITION FOR ACQUISITIONS MAY RESULT IN INCREASED PRICES FOR
PROPERTIES
We intend to continue to actively acquire or develop multifamily
properties. Newly acquired or developed properties may fail to perform as
expected. We may underestimate the costs necessary to bring an acquired property
up to standards established for its intended market position or to develop a
property. Additionally, we expect that other major real estate investors with
significant capital will compete with us for attractive investment
opportunities. This competition has increased prices for multifamily properties.
We may not be in a position or have the opportunity in the future to make
suitable property acquisitions on favorable terms.
17
PART I
BECAUSE REAL ESTATE INVESTMENTS ARE ILLIQUID, WE MAY NOT BE ABLE TO
SELL PROPERTIES WHEN APPROPRIATE
Real estate investments generally cannot be sold quickly. We may not be
able to vary our portfolio promptly in response to economic or other conditions.
This inability to respond promptly to changes in the performance of our
investments could adversely affect our financial condition and ability to make
distributions to our security holders.
CHANGES IN LAWS COULD AFFECT OUR BUSINESS
We are generally not able to pass through to our tenants under existing
leases increases in real estate taxes, income taxes and service or other taxes.
Consequently, any such increases may adversely affect our financial condition
and limit our ability to make distributions to our security holders. Similarly,
changes that increase our potential liability under environmental laws or our
expenditures on environmental compliance would adversely affect our cash flow
and ability to make distributions on our securities.
SHAREHOLDERS' ABILITY TO EFFECT CHANGES IN CONTROL OF THE COMPANY IS LIMITED
PROVISIONS OF OUR DECLARATION OF TRUST AND BYLAWS COULD INHIBIT CHANGES
IN CONTROL
Certain provisions of our Declaration of Trust and Bylaws may delay or
prevent a change in control of the Company or other transactions that could
provide the security holders with a premium over the then-prevailing market
price of their securities or which might otherwise be in the best interest of
our security holders. These include a staggered Board of Trustees and the 5%
Ownership Limit described below. See "--We Have a Share Ownership Limit for REIT
Tax Purposes." Also, any future series of preferred shares of beneficial
interest may have certain voting provisions that could delay or prevent a change
of control or other transactions that might otherwise be in the interest of our
security holders.
WE HAVE A SHARE OWNERSHIP LIMIT FOR REIT TAX PURPOSES
To remain qualified as a REIT for federal income tax purposes, not more
than 50% in value of our outstanding Shares may be owned, directly or
indirectly, by five or fewer individuals at any time during the last half of any
year. To facilitate maintenance of our REIT qualification, our Declaration of
Trust, subject to certain exceptions, prohibits ownership by any single
shareholder of more than 5% of the lesser of the number or value of the
outstanding class of common or preferred shares. See "--Control and Influence by
Significant Shareholders--Mr. Zell and Others are Exempt from the 5% Ownership
Limit Generally Applicable to Securities Holders." We refer to this restriction
as the "Ownership Limit." Absent any exemption or waiver, securities acquired or
held in violation of the Ownership Limit will be transferred to a trust for the
exclusive benefit of a designated charitable beneficiary, and the security
holder's rights to distributions and to vote would terminate. A transfer of
Shares may be void if it causes a person to violate the Ownership Limit. The
Ownership Limit could delay or prevent a change in control and, therefore, could
adversely affect our security holders' ability to realize a premium over the
then-prevailing market price for their Shares.
OUR PREFERRED SHARES OF BENEFICIAL INTEREST MAY AFFECT CHANGES IN
CONTROL
Our Declaration of Trust authorizes the Board of Trustees to issue up
to 100 million preferred shares of beneficial interest, and to establish the
preferences and rights (including the right to vote and the right to convert
into common shares) of any preferred shares issued. The Board of Trustees may
use its powers to issue preferred shares and to set the terms of such securities
to delay or prevent a change in control of the Company, even if a change in
18
PART I
control were in the interest of security holders. As of December 31, 1999,
25,085,652 preferred shares were issued and outstanding.
INAPPLICABILITY OF MARYLAND LAW LIMITING CERTAIN CHANGES IN CONTROL
Certain provisions of Maryland law applicable to real estate investment
trusts prohibit "business combinations" (including certain issuances of equity
securities) with any person who beneficially owns ten percent or more of the
voting power of outstanding securities, or with an affiliate who, at any time
within the two-year period prior to the date in question, was the beneficial
owner of ten percent or more of the voting power of the trust's outstanding
voting securities (an "Interested Shareholder"), or with an affiliate of an
Interested Shareholder. These prohibitions last for five years after the most
recent date on which the Interested Shareholder became an Interested
Shareholder. After the five-year period, a business combination with an
Interested Shareholder must be approved by two super-majority shareholder votes
unless, among other conditions, the trust's holders of common shares receive a
minimum price for their shares and the consideration is received in cash or in
the same form as previously paid by the Interested Shareholder for its common
shares. As permitted by Maryland law, however, the Board of Trustees of the
Company has opted out of these restrictions with respect to any business
combination involving the Zell Original Owners and persons acting in concert
with any of the Zell Original Owners. Consequently, the five-year prohibition
and the super-majority vote requirements will not apply to a business
combination involving us and any of them. Such business combinations may not be
in the best interest of our security holders.
OUR SUCCESS AS A REIT IS DEPENDENT ON COMPLIANCE WITH FEDERAL INCOME TAX
REQUIREMENTS
OUR FAILURE TO QUALIFY AS A REIT WOULD HAVE SERIOUS ADVERSE
CONSEQUENCES TO OUR SECURITY HOLDERS
We believe that we have qualified for taxation as a REIT for federal
income tax purposes since our taxable year ended December 31, 1992. We plan to
continue to meet the requirements for taxation as a REIT. Many of these
requirements, however, are highly technical and complex. We cannot, therefore,
guarantee that we have qualified or will qualify in the future as a REIT. The
determination that we are a REIT requires an analysis of various factual matters
that may not be totally within our control. For example, to qualify as a REIT,
at least 95% of our gross income must come from sources that are itemized in the
REIT tax laws. We are also required to distribute to security holders at least
95% of our REIT taxable income excluding capital gains. The fact that we hold
our assets through ERP Operating Limited Partnership and its subsidiaries
further complicates the application of the REIT requirements. Even a technical
or inadvertent mistake could jeopardize our REIT status. Furthermore, Congress
and the IRS might make changes to the tax laws and regulations, and the courts
might issue new rulings that make it more difficult, or impossible, for us to
remain qualified as a REIT. We do not believe, however, that any pending or
proposed tax law changes would jeopardize our REIT status.
If we fail to qualify as a REIT, we would be subject to federal income
tax at regular corporate rates. Also, unless the IRS granted us relief under
certain statutory provisions, we would remain disqualified as a REIT for four
years following the year we first failed to qualify. If we fail to qualify as a
REIT, we would have to pay significant income taxes. We, therefore, would have
less money available for investments or for distributions to security holders.
This would likely have a significant adverse affect on the value of our
securities. In addition, we would no longer be required to make any
distributions to security holders.
19
PART I
WE COULD BE DISQUALIFIED AS A REIT OR HAVE TO PAY TAXES IF OUR MERGER
PARTNERS DID NOT QUALIFY AS REIT'S
If any of our recent merger partners had failed to qualify as a REIT
throughout the duration of their existence, then they might have had
undistributed "C corporation earnings and profits" at the time of their merger
with us. If that was the case and we did not distribute those earnings and
profits prior to the end of the year in which the merger took place, we might
not qualify as a REIT. We believe that each of our merger partners qualified as
a REIT and that, in any event, none of them had any undistributed "C corporation
earnings and profits" at the time of their merger with us. If any of our merger
partners failed to qualify as a REIT, an additional concern would be that they
would have recognized taxable gain at the time they were merged with us. We
would be liable for the tax on such gain. In this event, we would have to pay
corporate income tax on any gain existing at the time of the applicable merger
on assets acquired in the merger if the assets are sold within ten years of the
merger. Finally, we could be precluded from electing REIT status for up to four
years after the year in which the predecessor entity failed to qualify for REIT
status.
OTHER TAX LIABILITIES
Even if we qualify as a REIT, we will be subject to certain federal,
state and local taxes on our income and property. In addition, our third-party
management operations, which are conducted through subsidiaries, generally will
be subject to federal income tax at regular corporate rates.
WE DEPEND ON OUR KEY PERSONNEL
We depend on the efforts of the Chairman of our Board of Trustees,
Samuel Zell, and our executive officers, particularly Douglas Crocker II and
Gerald A. Spector. If they resign, our operations could be temporarily adversely
effected. Mr. Crocker and Mr. Spector have entered into Deferred Compensation
Agreements with the Company which provide both with a salary benefit after their
respective termination of employment with the Company. In addition, Mr. Zell,
Mr. Crocker and Mr. Spector have entered into Noncompetition Agreements with the
Company.
COMPLIANCE WITH REIT DISTRIBUTION REQUIREMENTS MAY AFFECT OUR FINANCIAL
CONDITION
DISTRIBUTION REQUIREMENTS MAY INCREASE THE INDEBTEDNESS OF THE COMPANY
We may be required from time to time, under certain circumstances, to
accrue as income for tax purposes interest and rent earned but not yet received.
In such event, or upon our repayment of principal on debt, we could have taxable
income without sufficient cash to enable us to meet the distribution
requirements of a REIT. Accordingly, we could be required to borrow funds or
liquidate investments on adverse terms in order to meet these distribution
requirements.
WE ARE DEPENDENT ON EXTERNAL SOURCES OF CAPITAL
Because of our annual REIT distribution requirements, we may not be
able to fund all future capital needs, including for acquisitions and
developments, from income generated by operations and the disposition of certain
assets. We therefore may have to rely on third-party sources of capital, which
may or may not be available on favorable terms or at all. Our access to
third-party sources of capital depends on a number of things, including the
market's perception of our growth potential and our current and potential future
earnings. Moreover, additional equity offerings, if pursued, may result in
dilution of security holders' interests, and additional debt financing may
increase our leverage.
20
PART I
FEDERAL INCOME TAX CONSIDERATIONS
GENERAL
The following discussion summarizes all of the federal income tax
considerations material to a holder of common shares. It is not exhaustive of
all possible tax considerations. For example, it does not give a detailed
discussion of any state, local or foreign tax considerations. The following
discussion also does not address all tax matters that may be relevant to
prospective shareholders in light of their particular circumstances. Moreover,
it does not address all tax matters that may be relevant to shareholders who are
subject to special treatment under the tax laws, such as insurance companies,
tax-exempt entities, financial institutions or broker-dealers, foreign
corporations and persons who are not citizens or residents of the United States.
The specific tax attributes of a particular shareholder could have a
material impact on the tax considerations associated with the purchase,
ownership and disposition of common shares. Therefore, it is essential that each
prospective shareholder consult with his or her own tax advisors with regard to
the application of the federal income tax laws to the shareholder's personal tax
situation, as well as any tax consequences arising under the laws of any state,
local or foreign taxing jurisdiction.
OUR TAXATION
We elected REIT status beginning with the year that ended December 31,
1992. In any year in which we qualify as a REIT, we generally will not be
subject to federal income tax on the portion of our REIT taxable income or
capital gain that we distribute to our shareholders. This treatment
substantially eliminates the double taxation that applies to most corporations,
which pay a tax on their income and then distribute dividends to shareholders
who are in turn taxed on the amount they receive. However, we will be subject to
federal income tax at regular corporate rates upon our REIT taxable income or
capital gain that we do not distribute to our shareholders. We also may be
subject to the corporate "alternate minimum tax" on items of preference under
this alternative tax regime. In addition, we will be subject to a 4% excise tax
if we do not satisfy specific REIT distribution requirements. Moreover, we may
be subject to taxes in certain situations and on certain transactions that we do
not presently contemplate.
If we fail to qualify for taxation as a REIT in any taxable year, we
will be subject to tax on our taxable income at regular corporate rates. We also
may be subject to the corporate "alternate minimum tax." As a result, our
failure to qualify as a REIT would significantly reduce the cash we have
available to distribute to our shareholders. Unless entitled to statutory
relief, we would be disqualified from qualification as a REIT for the four
taxable years following the year during which qualification was lost. It is not
possible to state whether we would be entitled to statutory relief.
Our qualification and taxation as a REIT depend on our ability to
satisfy various requirements under the Internal Revenue Code. We are required to
satisfy these requirements on a continuing basis through actual annual operating
and other results. These requirements relate to the sources of our gross income,
the composition of our assets, the amount of dividends we pay to shareholders,
the diversity of our share ownership, and other aspects of our operations. The
purpose of these requirements is to allow the tax benefit of REIT status only to
companies that:
(a) primarily own, and primarily derive income from, real
estate-related assets and certain other assets which are passive in
nature, and
(b) distribute 95% of the taxable income, computed without regard to
net capital gain, to shareholders.
21
PART I
On December 17, 1999, as part of a larger bill, the President signed
into law the REIT Modernization Act ("RMA"). Effective beginning January 1,
2001, the RMA will amend the tax rules relating to the composition of a REIT's
assets. Under current law, a REIT is precluded from owning more than 10% of the
outstanding voting securities of any one issuer, other than a wholly owned
subsidiary or another REIT. Beginning in 2001, a REIT will remain subject to the
current restriction and be precluded from owning more than 10% of the value of
all classes of any one issuer.
There is an exception to this prohibition. A REIT will be allowed to
own up to 100% of the securities of a taxable REIT subsidiary ("TRS") that can
provide services to REIT tenants and others without disqualifying the rents that
a REIT receives from its tenants. However, no more than 20% of the value of a
REIT's total assets can be represented by securities of one or more TRS. The
amount of debt and rental payments from a TRS to a REIT will be limited to
ensure that a TRS is subject to an appropriate level of corporate tax. The new
10% asset test will not apply to certain arrangements (including third party
subsidiaries) in place on July 12, 1999, provided that a subsidiary does not
engage in a "substantial" new line of business, its existing business does not
increase, and a REIT does not acquire any new securities in the subsidiary.
Under the RMA, a third party subsidiary will be able to convert tax free into a
TRS.
In addition to the above legislative changes, effective January 1,
2001, the distribution of taxable income requirement of a REIT will be reduced
from 95% to 90%. Further, effective January 1, 2001, the 15% personal property
test (which generally requires that the adjusted basis of a REIT's personal
property not exceed 15% of its real and personal property in order for income to
be considered rents from real property) will be based on fair market values
instead of adjusted tax basis.
We believe that we have qualified as a REIT for all of our taxable
years beginning with 1992. We also believe that our current structure and method
of operation is such that we will continue to qualify as a REIT. However, we
cannot guarantee that the actual results of our operations have satisfied or
will satisfy the requirements under the Internal Revenue Code.
Piper, Marbury, Rudnick & Wolfe, our special tax counsel, will provide
an opinion to the effect that we were organized and have operated in conformity
with the requirements for qualification and taxation as a REIT under the
Internal Revenue Code for each of our taxable years beginning in 1992. The
opinion will also provide that our current organization and method of operation
should enable us to continue to meet the requirements for qualification and
taxation as a REIT. It must be emphasized that the opinion will be based on
various assumptions and factual representations relating to our organization and
our prior and expected operations. In each case, these representations include
representations about our predecessors. Piper, Marbury, Rudnick & Wolfe will not
review our compliance with these requirements on a continuing basis.
TAXATION OF TAXABLE DOMESTIC SHAREHOLDERS
General. If we qualify as a REIT, distributions made to our taxable
domestic shareholders with respect to their common shares, other than capital
gain distributions, will be treated as ordinary income to the extent that the
distributions come out of earnings and profits. These distributions will not be
eligible for the dividends received deduction for shareholders that are
corporations. In determining whether distributions are out of earnings and
profits, we will allocate our earnings and profits first to preferred shares and
second to the common shares. We cannot guarantee that we will have sufficient
earnings and profits to cover distributions on the preferred shares.
To the extent we make distributions to our taxable domestic
shareholders in excess of our earnings and profits, such distributions will be
considered a return of capital. Such distributions will be
22
PART I
treated as a tax free distribution and will reduce the tax basis of a
shareholder's common shares by the amount of the distribution so treated. To the
extent that such distributions cumulatively exceed a taxable domestic
shareholder's tax basis, such distributions are taxable as a gain from the sale
of his shares. Shareholders may not include in their individual income tax
returns any of our net operating losses or capital losses.
Distributions made by us that we properly designate as capital gain
dividends will be taxable to taxable domestic shareholders as gain from the sale
or exchange of a capital asset held for more than one year. This treatment
applies only to the extent that the designated distributions do not exceed our
actual net capital gain for the taxable year. It applies regardless of the
period for which a domestic shareholder has held his or her common shares.
Despite this general rule, corporate shareholders may be required to treat up to
20% of certain capital gain dividends as ordinary income.
Generally, we will classify a portion of our designated capital gains
dividend as a 20% rate gain distribution and the remaining portion as an
unrecaptured Section 1250 gain distribution. As the names suggest, a 20% rate
gain distribution would be taxable to taxable domestic shareholders that are
individuals, estates or trusts at a maximum rate of 20%. An unrecaptured Section
1250 gain distribution would be taxable to taxable domestic shareholders that
are individuals, estates or trusts at a maximum rate of 25%.
If, for any taxable year, we elect to designate as capital gain
dividends any portion of the dividends paid or made available for the year to
holders of all classes of shares of beneficial interest, then the portion of the
capital gains dividends that will be allocable to the holders of common shares
will be the total capital gain dividends multiplied by a fraction. The numerator
of the fraction will be the total dividends paid or made available to the
holders of the common shares for the year. The denominator of the fraction will
be the total dividends paid or made available to holders of all classes of
shares of beneficial interest.
In general, a shareholder will recognize gain or loss for federal
income tax purposes on the sale or other disposition of common shares in an
amount equal to the difference between:
(a) the amount of cash and the fair market value of any property
received in the sale or other disposition, and
(b) the shareholder's adjusted tax basis in the common shares.
The gain or loss will be capital gain or loss if the common shares were
held as a capital asset. Generally, the capital gain or loss will be long-term
capital gain or loss if the common shares were held for more than one year. The
Taxpayer Relief Act of 1997 allows the IRS to issue regulations relating to the
manner in which capital gain rates will apply to sales of capital assets by
REIT's and to sales of interests in REIT's. The IRS has not issued these
regulations. However, if the IRS does issue these regulations, they could affect
the taxation of gain and loss realized on the disposition of common shares.
Shareholders are urged to consult with their own tax advisors with respect to
the rules contained in the Taxpayer Relief Act.
In general, a loss recognized by a shareholder upon the sale of common
shares that were held for six months or less, determined after applying certain
holding period rules, will be treated as long-term capital loss to the extent
that the shareholder received distributions that were treated as long-term
capital gains. For shareholders who are individuals, trusts and estates, the
long-term capital loss will be apportioned among the applicable long-term
capital gain rates to the extent that distributions received by the shareholder
were previously so treated.
23
PART I
We may elect to retain (rather than distribute as is generally
required) net capital gain for a taxable year and pay the income tax on that
gain. If we make this election, shareholders must include in income, as
long-term capital gain, their proportionate share of the undistributed net
capital gain. Shareholders will be treated as having paid their proportionate
share of the tax paid by us on these gains. Accordingly, they will receive a
credit or refund for the amount. Shareholders will increase the basis in their
common shares by the difference between the amount of capital gain included in
their income and the amount of the tax they are treated as having paid. Our
earnings and profits will be adjusted appropriately.
TAXATION OF TAX-EXEMPT SHAREHOLDERS
Most tax-exempt organizations are not subject to federal income tax
except to the extent of their unrelated business taxable income, which is often
referred to as UBIT. Unless a tax-exempt shareholder holds its common shares as
debt financed property or uses the common shares in an unrelated trade or
business, distributions to the shareholder should not constitute UBIT.
Similarly, if a tax-exempt shareholder sells common shares, the income from the
sale should not constitute UBIT unless the shareholder held the shares as debt
financed property or used the shares in a trade or business.
However, for tax-exempt shareholders that are social clubs, voluntary
employee benefit associations, supplemental unemployment benefit trusts, and
qualified group legal services plans, income from owning or selling common
shares will constitute UBIT unless the organization is able to properly deduct
amounts set aside or placed in reserve so as to offset the income generated by
its investment in common shares. These shareholders should consult their own tax
advisors concerning these set aside and reserve requirements which are set forth
in the Internal Revenue Code.
In addition, certain pension trusts that own more than 10% of a
pension-held REIT must report a portion of the distributions that they receive
from the REIT as UBIT. We have not been and do not expect to be treated as a
pension-held REIT for purposes of this rule.
TAXATION OF FOREIGN SHAREHOLDERS
The following is a discussion of certain anticipated United States
federal income tax consequences of the ownership and disposition of common
shares applicable to a foreign shareholder. It is based on current law and is
for general information only. A "foreign shareholder" is any person other than:
(a) a citizen or resident of the United States,
(b) a corporation or partnership created or organized in the United
States or under the laws of the United States or of any state
thereof, or
(c) an estate or trust whose income is includable in gross income for
United States federal income tax purposes regardless of its
source.
Distributions by Us. Distributions by us to a foreign shareholder that
are neither attributable to gain from sales or exchanges by us of United States
real property interests nor designated by us as capital gains dividends will be
treated as dividends of ordinary income to the extent that they are made out of
our earnings and profits. These distributions ordinarily will be subject to
withholding of United States federal income tax on a gross basis at a 30% rate,
or a lower treaty rate, unless the dividends are treated as effectively
connected with the conduct by the foreign shareholder of a United States trade
or business. Please note that under certain treaties lower withholding rates
generally applicable to dividends do not apply to dividends from REIT's.
Dividends that are effectively connected with a United States trade or business
will be subject to tax on a net basis at graduated rates, and are generally not
subject to
24
PART I
withholding. Certification and disclosure requirements must be satisfied
before a dividend is exempt from withholding under this exemption. A foreign
shareholder that is a corporation also may be subject to an additional branch
profits tax at a 30% rate or a lower treaty rate.
We expect to withhold United States income tax at the rate of 30% on
any distributions made to a foreign shareholder unless:
(a) a lower treaty rate applies and any required form or certification
evidencing eligibility for that reduced rate is filed with us, or
(b) the foreign shareholder files an IRS Form 4224 with us claiming
that the distribution is effectively connected income.
A distribution in excess of our current or accumulated earnings and
profits will not be taxable to a foreign shareholder to the extent that the
distribution does not exceed the adjusted basis of the shareholder's common
shares. Instead, the distribution will reduce the adjusted basis of the common
shares. To the extent that the distribution exceeds the adjusted basis of the
common shares, it will give rise to gain from the sale or exchange of the
shareholder's common shares. The tax treatment of this gain is described below.
As a result of a legislative change made by the Small Business Job
Protection Act of 1996, it appears that we will be required to withhold 10% of
any distribution in excess of our earnings and profits. Consequently, although
we intend to withhold at a rate of 30%, or a lower applicable treaty rate, on
the entire amount of any distribution, to the extent that we do not do so,
distributions will be subject to withholding at a rate of 10%. However, a
foreign shareholder may seek a refund of the withheld amount from the IRS if it
subsequently determined that the distribution was, in fact, in excess of our
earnings and profits, and the amount withheld exceeded the foreign shareholder's
United States tax liability with respect to the distribution.
Distributions to a foreign shareholder that we designate at the time of
the distributions as capital gain dividends, other than those arising from the
disposition of a United States real property interest, generally will not be
subject to United States federal income taxation unless:
(a) the investment in the common shares is effectively connected with
the foreign shareholder's United States trade or business, in
which case the foreign shareholder will be subject to the same
treatment as domestic shareholders, except that a shareholder that
is a foreign corporation may also be subject to the branch profits
tax, as discussed above, or
(b) the foreign shareholder is a nonresident alien individual who is
present in the United States for 183 days or more during the
taxable year and has a "tax home" in the United States, in which
case the nonresident alien individual will be subject to a 30% tax
on the individual's capital gains.
Under the Foreign Investment in Real Property Tax Act, which is known
as FIRPTA, distributions to a foreign shareholder that are attributable to gain
from sales or exchanges of United States real property interests will cause the
foreign shareholder to be treated as recognizing the gain as income effectively
connected with a United States trade or business. This rule applies whether or
not a distribution is designated as a capital gain dividend. Accordingly,
foreign shareholders generally would be taxed on these distributions at the same
rates applicable to U.S. shareholders, subject to a special alternative minimum
tax in the case of nonresident alien individuals. In addition, a foreign
corporate shareholder might be subject to the branch profits tax discussed
above. We are required to withhold 35% of these distributions. The withheld
amount can be credited against the foreign shareholder's United States federal
income tax liability.
25
PART I
Although the law is not entirely clear on the matter, it appears that
amounts we designate as undistributed capital gains in respect of the common
shares held by U.S. shareholders would be treated with respect to foreign
shareholders in the same manner as actual distributions of capital gain
dividends. Under that approach, foreign shareholders would be able to offset as
a credit against the United States federal income tax liability their
proportionate share of the tax paid by us on these undistributed capital gains.
In addition, foreign shareholders would be able to receive from the IRS a refund
to the extent their proportionate share of the tax paid by us were to exceed
their actual United States federal income tax liability.
SALES OF COMMON SHARES. Gain recognized by a foreign shareholder upon
the sale or exchange of common shares generally will not be subject to United
States taxation unless the shares constitute a "United States real property
interest" within the meaning of FIRPTA. The common shares will not constitute a
United States real property interest so long as we are a domestically controlled
REIT. A domestically controlled REIT is a REIT in which at all times during a
specified testing period less than 50% in value of its stock is held directly or
indirectly by foreign shareholders. We believe that we are a domestically
controlled REIT. Therefore, we believe that the sale of common shares will not
be subject to taxation under FIRPTA. However, because common shares and
preferred shares are publicly traded, we cannot guarantee that we will continue
to be a domestically controlled REIT. In any event, gain from the sale or
exchange of common shares not otherwise subject to FIRPTA will be taxable to a
foreign shareholder if either:
(a) the investment in the common shares is effectively connected with
the foreign shareholder's United States trade or business, in
which case the foreign shareholder will be subject to the same
treatment as domestic shareholders with respect to the gain, or
(b) the foreign shareholder is a nonresident alien individual who is
present in the United States for 183 days or more during the
taxable year and has a tax home in the United States, in which
case the nonresident alien individual will be subject to a 30% tax
on the individual's capital gains.
Even if we do not qualify as or cease to be a domestically controlled
REIT, gain arising from the sale or exchange by a foreign shareholder of common
shares still would not be subject to United States taxation under FIRPTA as a
sale of a United States real property interest if:
(a) the class or series of shares being sold is "regularly traded," as
defined by applicable IRS regulations, on an established
securities market such as the New York Stock Exchange, and
(b) the selling foreign shareholder owned 5% or less of the value of
the outstanding class or series of shares being sold throughout
the five-year period ending on the date of the sale or exchange.
If gain on the sale or exchange of common shares were subject to
taxation under FIRPTA, the foreign shareholder would be subject to regular
United States income tax with respect to the gain in the same manner as a
taxable U.S. shareholder, subject to any applicable alternative minimum tax, a
special alternative minimum tax in the case of nonresident alien individuals and
the possible application of the branch profits tax in the case of foreign
corporations. The purchaser of the common shares would be required to withhold
and remit to the IRS 10% of the purchase price.
OTHER TAX CONSIDERATIONS
CLINTON ADMINISTRATION PROPOSAL. The Clinton Administration's fiscal
year 2001 budget proposal was announced on February 1, 2000. One part of the
proposed budget would amend the tax rules relating to the distribution of a
REIT's income. Under current law, a REIT is required to distribute
26
PART I
at least 85% of its ordinary income and 95% of its capital gains during a
taxable year in order to avoid a 4% excise tax on the undistributed amount.
Under the Clinton Administration proposal, a REIT would be required to
distribute 98% of both ordinary income and capital gain net income to avoid the
excise tax. If this proposal were enacted, it would be effective for calendar
years beginning after December 31, 2000.
As in previous Clinton Administration proposals, the administration
proposes a "closely held REIT" ownership test, under which no "person" (i.e., a
corporation, partnership or trust, including a pension or profit sharing trust)
could own stock of a REIT possessing 50% or more of the total combined voting
power of all classes of voting stock or 50% or more of the total value of shares
of all classes of stock. This 2001 proposal contains an exception for REIT's
owning more than 50% of another REIT. Further, there is a newly proposed
"limited look-through rule" for partnerships that own REIT's. There is no
exception for publicly traded REIT's. This proposal, if enacted, would be
effective for entities electing REIT status for taxable years beginning on or
after the date of first committee action (an entity that has elected REIT status
prior to this date will avoid these restrictions so long as it has sufficient
business assets or activities as of such date). It is presently uncertain
whether these REIT proposals, or any other proposals regarding REIT's, will be
enacted.
OUR MANAGEMENT COMPANY AND OTHER SUBSIDIARIES. A small portion of the
cash to be used by the Operating Partnership to fund distributions to us is
expected to come from payments of dividends on non-voting stock of management
companies and other companies held by the Operating Partnership. These companies
pay federal and state income tax at the full applicable corporate rates. They
will attempt to minimize the amount of these taxes, but we cannot guarantee
whether or the extent to, which measures taken to minimize these taxes, will be
successful. To the extent that these companies are required to pay taxes, the
cash available for distribution from these management companies by us to
shareholders will be reduced accordingly.
STATE AND LOCAL TAXES. We and our shareholders may be subject to state
or local taxation in various jurisdictions, including those in which it or they
transact business or reside. The state and local tax treatment of us and our
shareholders may not conform to the federal income tax consequence discussed
above. Consequently, prospective shareholders should consult their own tax
advisors regarding the effect of state and local tax laws on an investment in
common shares.
27
PART I
ITEM 2. THE PROPERTIES
As of December 31, 1999, the Company owned or had interests in a
portfolio of 1,062 multifamily Properties located in 35 states containing
225,708 apartment units. The Company has:
AVERAGE AVERAGE AVERAGE
NUMBER OF NUMBER OCCUPANCY MONTHLY RENT
TYPE PROPERTIES OF UNITS PERCENTAGE
------------------------- ---------------- ------------ -------------- --------------
GARDEN 652 282 94.9% $ 764
MID/HIGH-RISE 24 360 95.4% $ 1,239
RANCH 386 85 93.3% $ 463
----------------
TOTAL 1,062
================
Tenant leases are generally year-to-year and require security deposits.
The garden-style properties are generally defined as properties with two and/or
three floors while the mid-rise/high-rise properties are defined as properties
greater than three floors. These two property types typically provide residents
with amenities, which may include a clubhouse, swimming pool, laundry facilities
and cable television access. Certain of these properties offer additional
amenities such as saunas, whirlpools, spas, sports courts and exercise rooms.
The ranch-style properties, which are defined as single story properties,
generally do not provide additional amenities for its residents.
It is management's role to monitor compliance with Property policies
and to provide preventive maintenance of the Properties including common areas,
facilities and amenities. The Company holds periodic meetings of its Property
management personnel for training and implementation of the Company's
strategies. The Company believes that, due in part to this strategy, the
Properties historically have had high occupancy rates.
The distribution of the Properties throughout the United States
reflects the Company's belief that geographic diversification helps insulate the
portfolio from regional and economic influences. At the same time, the Company
has sought to create clusters of Properties within each of its primary markets
in order to achieve economies of scale in management and operation; however, the
Company may acquire additional multifamily properties located anywhere in the
United States.
The Company beneficially owns fee simple title to 976 of the 983
controlled properties and holds a 99-year leasehold interest with respect to
one Property (Mallgate). In addition, with respect to two Properties, the
Company owns the debt collateralized by such Properties and with respect to
four Properties, the Company owns an interest in the debt collateralized by
the Properties. The remaining 79 properties represent investments in
partnership interests and/or subordinated mortgages containing 11,648 units.
Direct fee simple title for certain of the Properties is owned by
single-purpose nominee corporations, LLC's or land trusts that engage in no
business other than holding title to the Property for the benefit of the
Company. Holding title in such a manner is expected to make it less costly to
transfer such Property in the future in the event of a sale and should
facilitate financing, since lenders often require title to a Property to be held
in a single purpose entity in order to isolate that Property from potential
liabilities of other Properties. Direct fee simple title for certain other
Properties is owned by a single LLC.
The Company also leases (under operating leases) various management,
regional and corporate offices throughout the United States. See Item 1 for the
locations of these offices.
The following table sets forth certain information by type and by state
relating to the Properties owned by the Company or in which the Company had a
direct equity or mortgage interest at December 31, 1999.
28
PART I
GARDEN-STYLE PROPERTIES
AVERAGE DECEMBER 31, 1999
OCCUPANCY AVERAGE MONTHLY
NUMBER OF NUMBER PERCENTAGE OF PERCENTAGE AS OF RENTAL RATE PER
STATE PROPERTIES OF UNITS TOTAL UNITS DECEMBER 31, 1999 UNIT
- ----------------------------------------------------------------------------------------------------------------------
Alabama 12 2,483 1.10 % 87.4 % $507
Arizona 65 19,513 8.65 94.9 734
California 70 18,215 8.07 96.5 1,061
Colorado 31 8,102 3.59 95.0 733
Connecticut 1 156 0.07 93.6 814
Florida 85 24,448 10.83 94.5 717
Georgia 40 13,112 5.81 94.7 769
Illinois 6 2,154 0.95 96.1 978
Indiana 1 320 0.14 94.7 627
Iowa 1 200 0.09 93.0 596
Kansas 6 2,392 1.06 96.5 721
Kentucky 7 1,941 0.86 94.0 583
Maine 5 672 0.30 97.1 770
Maryland 27 6,587 2.92 95.9 786
Massachusetts 6 1,214 0.54 96.4 1,141
Michigan 11 4,084 1.81 94.4 821
Minnesota 17 3,641 1.61 95.4 907
Missouri 8 1,590 0.70 95.7 654
Nevada 11 3,595 1.59 93.8 677
New Hampshire 1 390 0.17 96.2 842
New Jersey 1 704 0.31 97.9 959
New Mexico 4 1,073 0.48 93.5 667
North Carolina 38 10,358 4.59 94.8 652
Ohio 1 827 0.37 92.7 836
Oklahoma 9 2,324 1.03 95.8 559
Oregon 11 3,448 1.53 94.1 694
South Carolina 8 1,473 0.65 94.4 543
Tennessee 18 5,081 2.25 94.6 662
Texas 84 26,158 11.59 94.3 704
Utah 4 1,426 0.63 93.5 612
Virginia 16 4,837 2.14 95.4 769
Washington 43 10,367 4.59 95.5 788
Wisconsin 4 1,281 0.57 95.6 897
------------ ------------ ------------
TOTAL GARDEN-STYLE 652 184,166 81.59 %
------------ ------------ ------------
------------ ------------- -----------
AVERAGE GARDEN-STYLE 282 94.9 % $764
------------ ------------- -----------
29
PART I
MID-RISE/HIGH-RISE PROPERTIES
AVERAGE DECEMBER 31, 1999
OCCUPANCY AVERAGE MONTHLY
NUMBER OF NUMBER PERCENTAGE OF PERCENTAGE AS OF RENTAL RATE PER
STATE PROPERTIES OF UNITS TOTAL UNITS DECEMBER 31, 1999 UNIT
- ----------------------------------------------------------------------------------------------------------------------
Arizona 1 611 0.27 % 91.2 % $581
California 1 164 0.07 94.0 1,670
Connecticut 2 407 0.18 95.3 1,939
Florida 2 457 0.20 97.0 973
Illinois 1 1,420 0.63 95.4 838
Iowa 1 186 0.08 95.1 799
Massachusetts 4 2,181 0.97 98.2 1,467
Minnesota 1 162 0.07 98.8 1,246
New Jersey 2 684 0.30 96.0 1,954
Ohio 1 765 0.34 79.3 987
Oregon 1 525 0.23 93.9 915
Texas 2 333 0.15 97.3 1,061
Virginia 1 277 0.12 97.8 1,031
Washington 4 472 0.21 95.0 985
------------ ------------ ------------
TOTAL MID-RISE/HIGH-RISE 24 8,644 3.83 %
------------ ------------ ------------
------------ ------------- -------------
AVERAGE MID-RISE/HIGH-RISE 360 95.4 % $1,239
------------ ------------- -------------
RANCH-STYLE PROPERTIES
Alabama 2 159 0.07 % 94.0 % $388
Florida 97 8,922 3.95 94.4 468
Georgia 60 4,964 2.20 93.6 494
Illinois 4 281 0.12 91.9 444
Indiana 51 4,415 1.96 90.6 450
Kentucky 27 2,026 0.90 95.2 428
Maryland 4 413 0.18 92.7 537
Michigan 21 1,720 0.76 97.3 539
Ohio 100 8,337 3.69 92.3 439
Pennsylvania 7 580 0.26 93.2 534
South Carolina 3 269 0.12 93.9 444
Tennessee 5 348 0.15 96.5 453
Texas 1 67 0.03 93.0 467
West Virginia 4 397 0.18 91.1 423
------------ ------------ ------------
TOTAL RANCH-STYLE 386 32,898 14.58 %
------------ ------------ ------------
------------ ------------- -------------
AVERAGE RANCH-STYLE 85 93.3 % $463
------------ ------------- -------------
TOTAL EQR RESIDENTIAL PORTFOLIO ------------ ------------ ------------
1,062 225,708 100.00 %
============ ============ ============
30
PART I
The properties currently under development (see discussion in Item 7) are
included in the following table.
DEVELOPMENT ESTIMATED EQR TOTAL EQR
ESTIMATED COST FUNDED FUTURE FUNDING FUNDING
DEVELOPMENT COST AT 12/31/1999 OBLIGATION OBLIGATION ESTIMATED
DEVELOPMENT NUMBER OF NUMBER (IN (IN (IN (IN COMPLETION
PROJECT NAME LOCATION PROPERTIES OF UNITS MILLIONS) MILLIONS)(1) MILLIONS)(1) MILLIONS)(1) DATE
- -----------------------------------------------------------------------------------------------------------------------------------
La Mirage IV (3) San Diego, CA 1 340 $ 54.4 $ 1.6 $ 52.8 $ 54.4 Q1 2001
Town Center II (2) Houston, TX 1 260 15.2 15.2 0.0 15.2 Completed
Prospect Towers II (3) Hackensack, NJ 1 203 33.8 0.6 33.2 33.8 Q2 2001
--- ----- ---------- -------- -------- --------
EXPANSION PROJECTS 3 803 $ 103.4 $ 17.4 $ 86.0 $ 103.4
--- ----- ---------- -------- -------- --------
Peachtree Atlanta, GA 1 355 $ 35.3 $ 8.8 $ 0.0 $ 8.8 Completed
Lincoln Park Lawrence, MA 1 174 17.8 4.5 0.0 4.5 Q2 2000
Mount Laurel Crossing Mt. Laurel, NJ 1 296 25.2 6.3 0.0 6.3 Q2 2000
Fairfax Corners Fairfax, VA 1 652 63.9 16.0 0.0 16.0 Q3 2001
Lakeside Park Tampa, FL 1 264 17.7 4.4 0.0 4.4 Q4 2000
Eden Village Loudon County, VA 1 298 28.7 0.0 7.2 7.2 Q4 2001
Landings, The Lake Zurich, IL 1 206 20.9 5.2 0.0 5.2 Q3 2000
Regents Court San Diego, CA 1 251 37.1 9.3 0.0 9.3 Q1 2001
Potomac Yard Alexandria, VA 1 588 65.7 0.0 16.4 16.4 Q3 2001
Waltham Terrace Waltham, MA 1 192 27.0 0.0 6.7 6.7 Q4 2001
Braintree Woods Braintree, MA 1 202 27.4 6.8 0.0 6.8 Q4 2000
Savannah at Park Place Atlanta, GA 1 416 43.9 9.9 1.1 11.0 Q4 2000
--- ----- ---------- -------- -------- --------
LINCOLN PROPERTY COMPANY
JOINT VENTURE PROJECTS 12 3,894 $ 410.6 $ 71.2 $ 31.4 $ 102.6
----- ----- -------- ------ ------ ------
Hampden Town Center Aurora, CO 1 444 $ 44.8 $ 9.5 $ 1.7 $ 11.2 Q1 2001
Warner Ridge Woodland Hills, CA 1 579 111.2 27.8 0.0 27.8 Q4 2001
----- ----- -------- ------ ------ ------
LEGACY PARTNERS JOINT VENTURE PROJECTS 2 1,023 $ 156.0 $ 37.3 $ 1.7 $ 39.0
----- ----- -------- ------ ------ ------
Parkfield Denver, CO 1 476 $ 37.9 $ 0.0 $ 37.9 $ 37.9 Q4 2000
----- ----- -------- ------ ------ ------
EARNOUT PROJECTS 1 476 $ 37.9 $ 0.0 $ 37.9 $ 37.9
----- ----- -------- ------ ------ ------
----- ----- -------- ------ ------ ------
TOTAL PROJECTS 18 6,196 $ 707.9 $ 125.9 $ 157.0 $ 282.9
===== ====== ====== ====== ====== =========
(1) The Company's funding of Lincoln Property Company Joint Venture
and Legacy Partners Joint Venture Projects is limited to 25% of
the total development cost.
(2) Town Center II was substantially completed and acquired on
December 22, 1999 and is included in the outstanding property and
unit counts as of that date.
(3) Estimated development cost does not include the cost of land
previously acquired by the Company.
31
PART I
ITEM 3. LEGAL PROCEEDINGS
Only ordinary routine litigation incidental to the business, which is
not deemed material, was initiated during the year ended December 31, 1999. As
of December 31, 1999, the Company does not believe there is any other litigation
threatened against the Company other than routine litigation arising out of the
ordinary course of business, some of which is expected to be covered by
liability insurance, none of which is expected to have a material adverse effect
on the consolidated financial statements of the Company.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
32
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED SHAREHOLDER MATTERS
The following table sets forth, for the periods indicated, the high and
low sales prices for and the distributions paid on the Company's Common Shares
which trade on the New York Stock Exchange under the trading symbol EQR.
SALES PRICE
HIGH LOW DISTRIBUTIONS
FISCAL YEAR 1999
Fourth Quarter Ended December 31, 1999 $43 1/4 $38 1/4 $0.76
Third Quarter Ended September 30, 1999 $45 1/4 $40 11/16 $0.76
Second Quarter Ended June 30, 1999 $48 3/8 $40 1/4 $0.71
First Quarter Ended March 31, 1999 $41 15/16 $39 7/8 $0.71
SALES PRICE
HIGH LOW DISTRIBUTIONS
FISCAL YEAR 1998
Fourth Quarter Ended December 31, 1998 $43 1/4 $38 7/8 $0.71
Third Quarter Ended September 30, 1998 $47 1/2 $34 11/16 $0.67
Second Quarter Ended June 30, 1998 $52 9/16 $44 1/2 $0.67
First Quarter Ended March 31, 1998 $52 7/16 $47 $0.67
In addition, on February 17, 2000, the Company declared a $0.76
distribution per Common Share payable on April 14, 2000 to shareholders of
record on March 20, 2000.
The number of beneficial holders of Common Shares at March 1, 2000, was
approximately 61,000. The number of outstanding Common Shares as of March 1,
2000 was 127,911,989.
ITEM 6. SELECTED FINANCIAL DATA
The following table sets forth selected financial and operating
information on a historical basis for the Company. The following information
should be read in conjunction with all of the financial statements and notes
thereto included elsewhere in this Form 10-K. The historical operating and
balance sheet data for the year ended December 31, 1995 have been derived from
the historical Financial Statements of the Company. The historical operating and
balance sheet data for the years ended December 31, 1999, 1998, 1997 and 1996
have been derived from the historical Financial Statements of the Company
audited by Ernst & Young LLP, independent auditors. Certain capitalized terms as
used herein, are defined in the Notes to the Consolidated Financial Statements.
33
PART II
EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED HISTORICAL FINANCIAL INFORMATION
(FINANCIAL INFORMATION IN THOUSANDS EXCEPT FOR PER SHARE AND PROPERTY DATA)
YEAR ENDED DECEMBER 31,
---------------------------------------------------------------------------------------
1999 1998 1997 1996 1995
-------------- ------------- ------------ ----------- ------------
OPERATING DATA:
Total revenues $ 1,753,118 $ 1,336,996 $ 747,078 $ 478,385 $390,384
=============== ============== ============= ============ ========
Income before gain on disposition of
properties, net, extraordinary items and
allocation to Minority Interests $ 330,333 $ 255,032 $ 176,014 $ 97,033 $ 59,738
=============== ============== ============= ============ ========
Net income $ 393,881 $ 258,206 $ 176,592 $ 101,624 $ 67,719
=============== ============== ============= ============ ========
Net income available to Common Shares $ 280,685 $ 165,289 $ 117,580 $ 72,609 $ 57,610
=============== ============== ============= ============ ========
Net income per share - basic $ 2.30 $ 1.65 $ 1.79 $ 1.70 $ 1.68
=============== ============== ============= ============ ========
Net income per share - diluted $ 2.29 $ 1.63 $ 1.76 $ 1.69 $ 1.67
=============== ============== ============= ============ ========
Weighted average Common Shares outstanding 122,175 100,370 65,729 42,586 34,358
- basic =============== ============== ============= ============ ========
Weighted average Common Shares outstanding 135,655 112,578 74,281 51,102 43,983
- diluted =============== ============== ============= ============ ========
Distributions declared per Common Share $ 2.94 $ 2.72 $ 2.55 $ 2.40 $ 2.18
outstanding =============== ============== ============= ============ ========
BALANCE SHEET DATA (at end of period):
Real estate, before accumulated $ 12,238,963 $ 10,942,063 $ 7,121,435 $ 2,983,510 $ 2,188,939
depreciation(1)
Real estate, after accumulated $ 11,168,476 $ 10,223,572 $ 6,676,673 $ 2,681,998 $ 1,970,600
depreciation(1)
Total assets $ 11,715,689 $ 10,700,260 $ 7,094,631 $ 2,986,127 $ 2,141,260
Total debt $ 5,473,868 $ 4,680,527 $ 2,948,323 $ 1,254,274 $ 1,002,219
Minority Interests $ 456,979 $ 431,374 $ 273,404 $ 150,637 $ 168,963
Shareholders' equity $ 5,504,934 $ 5,330,447 $ 3,689,991 $ 1,458,830 $ 884,517
OTHER DATA:
Total properties (at end of period) (2) 983 653 463 218 174
Total apartment units (at end of 214,060 186,496 135,200 67,705 53,294
period)(2)
Funds from operations available to Common
Shares and OP Units (3) $ 619,603 $ 458,841 $ 270,763 $ 160,267 $ 120,965
Cash flow provided by (used for):
Operating activities $ 785,219 $ 543,213 $ 348,997 $ 210,930 $ 141,534
Investing activities $ (523,551) $ (1,047,374) $ (1,552,390) $ (635,655) $ (324,018)
Financing activities $ (236,516) $ 474,831 $ 1,089,417 $ 558,568 $ 175,874
34
PART II
ITEM 6. SELECTED FINANCIAL DATA (CONSOLIDATED HISTORICAL (CONTINUED))
(1) Includes approximately $18.0 million and $96.3 million of construction
in progress as of December 31, 1999 and 1998, respectively.
(2) Totals exclude properties which the Company had investments in
partnership interests and/or subordinated mortgages. As of December 31,
1999, this represented 79 properties containing 11,648 units. As of
December 31, 1998, this represented 27 properties containing 5,193
units. As of December 31, 1997, this represented 26 properties
containing 5,267 units.
(3) The Company generally considers funds from operations ("FFO") to be one
measure of the performance of real estate companies, including an
equity REIT. The definition of FFO adopted in March 1995 by the Board
of Governors of the National Association of Real Estate Investment
Trusts ("NAREIT") defines FFO as net income (loss) (computed in
accordance with generally accepted accounting principles ("GAAP")),
excluding gains (or losses) from debt restructuring and sales of
property, plus depreciation on real estate assets, and after
adjustments for unconsolidated partnerships and joint ventures.
Adjustments for unconsolidated partnerships and joint ventures are
calculated to reflect FFO on the same basis. The Company believes that
FFO is helpful to investors as a measure of the performance of an
equity REIT because, along with cash flows from operating activities,
financing activities and investing activities, it provides investors an
understanding of the ability of the Company to incur and service debt
and to make capital expenditures. FFO, in and of itself, does not
represent cash generated from operating activities in accordance with
GAAP and therefore should not be considered an alternative to net
income as an indication of the Company's performance or to net cash
flows from operating activities as determined by GAAP as a measure of
liquidity and is not necessarily indicative of cash available to fund
cash needs. The Company's calculation of FFO represents net income
available to Common Shares, excluding gains on dispositions of
properties, gains on early extinguishment of debt, and write-off of
unamortized costs on refinanced debt, plus depreciation on real estate
assets, income allocated to Minority Interests and amortization of
deferred financing costs related to the Predecessor Business. The
Company's calculation of FFO may differ from the methodology for
calculating FFO utilized by other REIT's and, accordingly, may not be
comparable to such other REIT's. The Company's calculation of FFO for
1995 has been restated to reflect the effects of the definition as
mentioned above. The Company will adopt, effective January 1, 2000,
NAREIT's updated recommended definition of FFO as approved in the
fourth quarter of 1999.
35
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
ITEM 7. OVERVIEW
The following discussion and analysis of the results of operations and
financial condition of the Company should be read in connection with the
Consolidated Financial Statements and Notes thereto. Due to the Company's
ability to control the Operating Partnership, the Management Partnerships and
Management Companies, the Financing Partnerships, the LLC's and certain other
entities, each entity has been consolidated with the Company for financial
reporting purposes. Capitalized terms used herein and not defined are as defined
elsewhere in this Annual Report on Form 10-K for the year ended December 31,
1999.
Forward-looking statements in this Item 7 as well as Item 1 of this
Annual Report on Form 10-K are intended to be made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. The words
"believes", "expects" and "anticipates" and other similar expressions which are
predictions of or indicate future events and trends and which do not relate
solely to historical matters identify forward-looking statements. Such
forward-looking statements are subject to risks and uncertainties which could
cause actual results, performance, or achievements of the Company to differ
materially from anticipated future results, performance or achievements
expressed or implied by such forward-looking statements. Factors that might
cause such differences include, but are not limited to, the following:
- alternative sources of capital to the Company are higher than
anticipated;
- occupancy levels and market rents may be adversely affected by local
economic and market conditions, which are beyond the Company's
control; and
- additional factors as discussed in Part I of the Annual Report on
Form 10-K.
Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date hereof. The Company
undertakes no obligation to publicly release any revisions to these
forward-looking statements, which may be made to reflect events or circumstances
after the date hereof or to reflect the occurrence of unanticipated events.
RESULTS OF OPERATIONS
The acquired properties are presented in the Consolidated Financial
Statements of the Company from the date of each acquisition or the closing dates
of the Mergers. The following table summarizes the number of Acquired and
Disposed Properties and related units for the prior three years:
ACQUISITIONS DISPOSITIONS
---------------------------------- -------------------------------
Number of Number of Units Number of Number of
YEAR Properties Properties Units
--------------------------- ---------------- ----------------- --------------- ---------------
1997 252 68,830 7 1,336
1998 210 56,015 20 4,719
1999 366 35,450 36 7,886
36
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS (CONTINUED)
In addition, during the year ended December 31, 1999, the Company
also sold its entire interest in six MRY joint venture properties (to MRYP
Spinco) containing 1,297 units for approximately $54.1 million.
The Company's overall results of operations for the year ended December
31, 1999 and 1998 have been significantly impacted by the Company's acquisition
and disposition activity. The significant changes in rental revenues, property
and maintenance expenses, real estate taxes and insurance, depreciation expense,
property management and interest expense can all primarily be attributed to the
acquisition of the 1998 Acquired Properties and the 1999 Acquired Properties,
partially offset by the disposition of the 1998 Disposed Properties and the 1999
Disposed Properties. The impact of the 1998 Acquired Properties, the 1999
Acquired Properties, the 1998 Disposed Properties and the 1999 Disposed
Properties is discussed in greater detail in the following paragraphs.
Properties that the Company owned for all of both 1999 and 1998 (the
"1999 Same Store Properties"), which represented 121,490 units, impacted the
Company's results of operations. Properties that the Company owned for all of
both 1998 and 1997 (the "1998 Same Store Properties"), which represented 63,243
units, also impacted the Company's results of operations. Both the 1999 Same
Store Properties and 1998 Same Store Properties are discussed in the following
paragraphs.
COMPARISON OF THE YEAR ENDED DECEMBER 31, 1999 TO THE YEAR ENDED
DECEMBER 31, 1998
For the year ended December 31, 1999, income before gain on disposition
of properties, net, extraordinary item and allocation to Minority Interests
increased by $75.3 million when compared to the year ended December 31, 1998.
This increase was primarily due to the acquisition of the 1998 Acquired
Properties and the 1999 Acquired Properties as well as increases in rental
revenues net of increases in property and maintenance expenses, real estate
taxes and insurance, property management expenses, depreciation expense,
interest expense and general and administrative expenses.
In regard to the 1999 Same Store Properties, total revenues increased
by approximately $35.8 million to $1.1 billion or 3.48% primarily as a result of
higher rental rates charged to new tenants and tenant renewals and an increase
in income from billing tenants for their share of utility costs as well as other
ancillary services provided to tenants. Overall, property operating expenses,
which include property and maintenance, real estate taxes and insurance and an
allocation of property management expenses, increased approximately $0.1 million
or 0.03%. This increase was primarily the result of higher expenses for on-site
compensation costs and an increase in real estate taxes on certain properties,
but was partially offset by lower leasing and advertising, administrative,
maintenance and property management costs.
Property management represents expenses associated with the
self-management of the Company's Properties. These expenses increased by
approximately $8.5 million primarily due to the continued expansion of the
Company's property management business. During 1999, the Company assumed a
management office in Reynoldsburg, Ohio related to the LFT Merger.
Fee and asset management revenues and fee and asset management expenses
are associated with the management of properties not owned by the Company that
are managed for affiliates. These revenues and expenses decreased due to the
Company acquiring certain of these properties that were formerly fee-managed.
37
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS (CONTINUED)
Interest expense, including amortization of deferred financing costs,
increased by approximately $91.9 million. This increase was primarily the result
of an increase in the Company's average indebtedness outstanding which increased
by $1.3 billion. However, the Company's effective interest costs decreased from
7.10% for the year ended December 31, 1998 to 7.05% for the year ended December
31, 1999.
General and administrative expenses, which include corporate operating
expenses, increased approximately $1.7 million between the periods under
comparison. This increase was primarily due to the addition of corporate
personnel. However, by gaining certain economies of scale with a much larger
operation these expenses as a percentage of total revenues were 1.27% for the
year ended December 31, 1999 compared to 1.54% of total revenues for the year
ended December 31, 1998.
COMPARISON OF THE YEAR ENDED DECEMBER 31, 1998 TO THE YEAR ENDED
DECEMBER 31, 1997
For the year ended December 31, 1998, income before gain on disposition
of properties, net, extraordinary item and allocation to Minority Interests
increased by $79 million when compared to the year ended December 31, 1997. This
increase was primarily due to increases in rental revenues net of increases in
property and maintenance expenses, real estate taxes and insurance, property
management expenses, depreciation expense, interest expense and general and
administrative expenses.
In regard to the 1998 Same Store Properties rental income increased by
approximately $23.1 million to $527.3 million or 4.59% primarily as a result of
higher rental rates charged to new tenants and tenant renewals, a 1.01% increase
in average economic occupancy levels and an increase in income from billing
tenants for their share of utility costs. Overall, property operating expenses,
which include property and maintenance, real estate taxes and insurance and an
allocation of property management expenses, increased approximately $5.3 million
or 2.65%. This increase was primarily the result of higher compensation costs,
leasing and advertising costs, utilities, and maintenance charges.
Property management represents expenses associated with the
self-management of the Company's Properties. These expenses increased by
approximately $26.3 million primarily due to the continued expansion of the
Company's property management business. The 1998 amounts include a full year
effect of the various offices the Company opened in 1997, including the
Scottsdale Office, which had a significant expansion resulting from the EWR
Merger. During 1998, the Company opened new management offices in Jacksonville
and Orlando, Florida and the Company assumed a management office in Augusta,
Georgia related to the MRY Merger.
Fee and asset management revenues and fee and asset management expenses
are associated with the management of properties not owned by the Company that
are managed for affiliates. These net revenues decreased due to the disposition
of certain of these properties, resulting in the Company no longer providing fee
and asset management services to such properties.
Interest expense, including amortization of deferred financing costs,
increased by approximately $125.5 million. This increase was primarily the
result of an increase in the Company's average indebtedness outstanding which
increased by $1.9 billion. However, the Company's effective interest costs
decreased from 7.50% for the year ended December 31, 1997 to 7.10% for the year
ended December 31, 1998.
38
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS (CONTINUED)
General and administrative expenses, which include corporate operating
expenses, increased approximately $5.8 million between the periods under
comparison. This increase was primarily due to the addition of corporate
personnel in the Company's Human Resources, Accounting, Legal and Management
Information Systems groups, as well as higher compensation costs, shareholder
reporting costs and professional fees. However, by gaining certain economies of
scale with a much larger operation these expenses as a percentage of total
revenues were 1.54% for the year ended December 31, 1998 compared to 1.98% of
total revenues for the year ended December 31, 1997.
LIQUIDITY AND CAPITAL RESOURCES
FOR THE YEAR ENDED DECEMBER 31, 1999
As of January 1, 1999, the Company had approximately $4 million of cash
and cash equivalents and $330 million available on its lines of credit, of which
$12 million was restricted. After taking into effect the various transactions
discussed in the following paragraphs, the Company's cash and cash equivalents
balance at December 31, 1999 was approximately $29.1 million and the amount
available on the Company's line of credit was $400 million, of which $65.8
million was restricted. The following discussion also explains the changes in
net cash provided by operating activities, net cash used for investing
activities and net cash provided by (used for) financing activities, all of
which are presented in the Company's Statements of Cash Flows.
Part of the Company's strategy in funding the purchase of multifamily
properties, funding its Properties in the development stage and the funding of
the Company's investment in two joint ventures with multifamily real estate
developers is to utilize its line of credit and to subsequently repay the line
of credit from the issuance of additional equity or debt securities or the
disposition of Properties. Utilizing this strategy during 1999, the Company:
- issued the June 2004 Notes and received net proceeds of $298.0 million;
- refinanced seven Properties and received additional proceeds of $78.5
million;
- obtained new mortgage financing on eleven previously unencumbered
properties and received net proceeds of $126.5 million;
- disposed of forty-two properties (including the sale of the Company's
interest in six MRY joint venture properties) and received net proceeds
of $383 million;
- issued approximately 1.2 million Common Shares and received net proceeds
of $38.5 million; and
- issued 800,000 8.00% Series A Cumulative Convertible Redeemable
Preference Interests of EQR-Mosaic, L.L.C. and received net proceeds of
$39 million.
All of these proceeds were utilized to either:
- purchase additional properties;
- provide funding for properties in the development stage; and/or
- repay the line of credit and mortgage indebtedness on certain Properties.
With respect to the 1999 Acquired Properties, the Company assumed
and/or entered into new mortgage indebtedness of approximately $69.9 million,
issued OP Units with a value of $25.2 million and issued Junior Convertible
Preference Units with a value of $3.0 million. The total purchase price of the
1999 Acquired Properties was approximately $1.4 billion.
39
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)
Subsequent to December 31, 1999 and through March 3, 2000, the Company
acquired one additional property containing 178 units for a total purchase price
of approximately $10.3 million.
Subsequent to December 31, 1999 and through March 3, 2000, the Company
disposed of six properties for a total sales price of $46.7 million. These
proceeds will be utilized to purchase additional properties. The Company
anticipates that it will continue to sell certain Properties in the portfolio.
On March 3, 2000, Lexford Properties, L.P., a wholly-owned subsidiary
of the Operating Partnership, issued 1.1 million units of 8.50% Series B
Cumulative Convertible Redeemable Preference Units with an equity value of $55.0
million. Lexford Properties, L.P. received $53.6 million in net proceeds from
this transaction. The liquidation value of these units is $50 per unit. The 1.1
million units are exchangeable into 1.1 million shares of 8.50% Series M-1
Cumulative Redeemable Preferred Shares of Beneficial Interest of the Company.
The Series M-1 Preferred Shares are not convertible to EQR Common Shares.
Dividends for the Series B Preference Units or the Series M-1 Preferred Shares
are payable quarterly at the rate of $4.25 per unit/share per year. The net
proceeds received from this transaction will be used for scheduled mortgage and
line of credit repayments.
In regard to the joint venture agreements with two multifamily
residential real estate developers during the year ended December 31, 1999, the
Company funded a total of $88.6 million and during 2000 the Company expects to
fund approximately $32.7 million in connection with these agreements. In
connection with the first agreement, the Company has an obligation to fund up to
an additional $20 million to guarantee third party construction financing.
In regard to certain other properties that were under development
and/or expansion during the year ended December 31, 1999, the Company funded
$47.5 million. During 2000, the Company expects to fund $44.9 million related to
the continued development and/or expansion of as many as three Properties.
In regard to certain properties that were under earnout/development
agreements, during the year ended December 31, 1999, the Company funded the
following:
- $17.2 million relating to the acquisition of Copper Canyon
Apartments, which included a $1.0 million earnout payment to the
developer;
- $24.9 million relating to the acquisition of Skyview Apartments,
which included a $3.1 million earnout payment to the developer; and
- $18.3 million relating to the acquisition of Rosecliff Apartments.
Subsequent to December 31, 1999, the Company funded $2.3 million for an
initial earnout payment to the developer of Rosecliff Apartments. During 2000,
the Company expects to fund $33.4 million related to the continued
earnout/development of one Property.
In May 1999, the Company repaid its 1999 Notes that matured on May 15,
1999. The $125 million repayment was initially funded from borrowings under the
Company's lines of credit.
In November 1999, the Company repaid the 1999-A Notes that matured on
November 24, 1999. The $25 million repayment was initially funded from
borrowings under the Company's line of credit.
40
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)
During 1999, the Company repaid approximately $60.8 million of mortgage
indebtedness on 31 Properties. These repayments were funded from the Company's
line of credit and/or certain proceeds from dispositions.
In addition, the Company refinanced the debt on six existing properties
totaling $45.0 million with new mortgage indebtedness totaling $65.7 million.
As of December 31, 1999, the Company had total indebtedness of
approximately $5.5 billion, which included mortgage indebtedness of $2.9 billion
(including premiums of $2.1 million), of which $838 million represented
tax-exempt bond indebtedness, and unsecured debt of $2.3 billion (including net
discounts and premiums in the amount of $2.5 million), of which $127.8 million
represented tax-exempt bond indebtedness.
Subsequent to December 31, 1999, the Company settled on a $100 million
interest rate protection agreement and received approximately $7.0 million in
connection therewith.
In the second quarter of 2000, the Company anticipates repaying
mortgage indebtedness of approximately $85 million assumed in connection with
the LFT Merger. These repayments will also be primarily funded from additional
borrowings under the line of credit and/or additional mortgage borrowings.
The Company has, from time to time, entered into interest rate
protection agreements (financial instruments) to reduce the potential impact of
increases in interest rates but believes it has limited exposure to the extent
of non-performance by the counterparties of each protection agreement since each
counterparty is a major U.S. financial institution, and the Company does not
anticipate their non-performance. No such financial instrument has been used for
trading purposes.
In August 1996, the Company entered into an interest rate protection
agreement to effectively fix the interest rate cost of the Company's 2026 Notes.
The agreement was for a notional amount of $150 million with a locked in
treasury rate of 7.57%.
In July 1997, the Company entered into two interest rate protection
agreements to effectively fix the interest rate cost of the Company's 2001 Notes
and 2003 Notes. One agreement was for a notional amount of $100 million with a
locked in treasury rate of 6.134%. The second agreement was for a notional
amount of $75 million with a locked in treasury rate of 6.287%.
In April 1998, the Company entered into an interest rate protection
agreement to effectively fix the interest rate cost of the Company's 2015 Notes.
The agreement was for a notional amount of $300 million with a locked in
treasury rate of 6.63%.
In May 1998, the Company entered into an interest rate protection
agreement to effectively fix the interest rate cost of the Evans Withycombe
Financing Limited Partnership indebtedness to within a range of 5.6% to 6.0%
upon its refinancing. The agreement was for a notional amount of $131 million
with a settlement date of August 2001. There was no initial cost to the Company
for entering into this agreement.
In August 1998, the Company entered into an interest rate protection
agreement to effectively fix the interest rate cost of the Company's planned
financing in the fourth quarter of 1998. This agreement was
41
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)
canceled in November at a cost of approximately $3.7 million. This cost is
being amortized over the life of the financing for the 15 previously
unencumbered Properties that occurred in November 1998.
In August 1998, the Company entered into an interest rate swap
agreement that fixed the Company's interest rate risk on a portion of the
Operating Partnership's variable rate tax-exempt bond indebtedness at a rate of
3.65125%. This agreement was for a notional amount of $150 million with a
termination date of August 2003.
In August 1998, the Company entered into an interest rate swap
agreement that fixed the Company's interest rate risk on a portion of the
Operating Partnership's variable rate tax-exempt bond indebtedness at a rate of
3.683%. This agreement was for a notional amount of $150 million with a
termination date of August 2005.
The fair value of these instruments, discussed above, as of December
31, 1999 approximates their carrying or contract values.
The Company has a policy of capitalizing expenditures made for new
assets, including newly acquired properties and the costs associated with
placing these assets into service. Expenditures for improvements and renovations
that significantly enhance the value of existing assets or substantially extend
the useful life of an asset are also capitalized. Expenditures for in-the-unit
replacement-type items such as appliances, draperies, carpeting and floor
coverings, mechanical equipment and certain furniture and fixtures is also
capitalized. Expenditures for ordinary maintenance and repairs are expensed to
operations as incurred. With respect to acquired properties, the Company has
determined that it generally spends $1,000 per unit during its first three years
of ownership to fully improve and enhance these properties to meet the Company's
standards. In regard to replacement-type items described above, the Company
generally expects to spend $250 per unit on an annual recurring basis.
During the year ended December 31, 1999, total capital expenditures for
the Company approximated $141.9 million. Of this amount, approximately $34.5
million, or $427 per unit, related to capital improvements and major repairs for
the 1997, 1998 and 1999 Acquired Properties. Capital improvements and major
repairs for all of the Company's pre-EQR IPO properties and 1993, 1994, 1995 and
1996 Acquired Properties approximated $40.8 million, or $362 per unit. Capital
spent for replacement-type items approximated $53.5 million, or $277 per unit.
In addition, approximately $5.9 million was spent on four specific assets
related to major renovations and repositioning of these assets. Also included in
total capital expenditures was approximately $7.2 million expended for non-real
estate additions such as computer software, computer equipment, and furniture
and fixtures and leasehold improvements for the Company's property management
offices and its corporate headquarters. Such capital expenditures were primarily
funded from working capital reserves and from net cash provided by operating
activities. Total capital expenditures for 2000 are budgeted to be approximately
$110.0 million for all Properties.
Minority Interests as of December 31, 1999 increased by $25.6 million
when compared to December 31, 1998. The primary factors that impacted this
account during the year were:
- distributions declared to Minority Interests, which amounted to $37.4
million for 1999 (excluding preference unit/interest distributions);
- the allocation of income from operations in the amount of $29.5
million;
- the conversion of OP Units into Common Shares; and
- the issuance of Common Shares, OP Units, Preference Units and
Preference Interests during 1999.
42
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)
Total distributions paid in 1999 amounted to $514.9 million, which
included certain distributions declared in the fourth quarters of 1998 and 1999.
The Company paid a $0.76 per Common Share distribution on December 31, 1999 for
the quarter ended December 31, 1999 to Common Shareholders and Minority Interest
holders of record as of December 20, 1999.
The Company expects to meet its short-term liquidity requirements,
including capital expenditures related to maintaining its existing Properties
and certain scheduled unsecured note and mortgage note repayments, generally
through its working capital, net cash provided by operating activities and
borrowings under its line of credit. The Company considers its cash provided by
operating activities to be adequate to meet operating requirements and payments
of distributions. The Company also expects to meet its long-term liquidity
requirements, such as scheduled unsecured note and mortgage debt maturities,
property acquisitions, financing of construction and development activities and
capital improvements through the issuance of unsecured notes and equity
securities including additional OP Units as well as from undistributed FFO and
proceeds received from the disposition of certain Properties. In addition, the
Company has certain uncollateralized Properties available for additional
mortgage borrowings in the event that the public capital markets are unavailable
to the Company or the cost of alternative sources of capital to the Company is
too high.
On August 12, 1999 the Company obtained a new three year $700 million
unsecured revolving credit facility, with Bank of America Securities LLC and
Chase Securities Inc. acting as joint lead arrangers. The new line of credit
replaced the Company's $500 million unsecured revolving credit facility, as well
as the $120 million unsecured revolving credit facility which the Company
assumed in the MRY Merger. The prior existing revolving credit facilities were
repaid in full and terminated upon the closing of the new facility. This new
credit facility matures in August 2002 and will be used to fund property
acquisitions, costs for certain properties under development and short term
liquidity requirements. Advances under the credit facility bear interest at
variable rates based upon LIBOR at various interest periods, plus a certain
spread dependent upon the Company's credit rating. As of March 7, 2000, $110
million was outstanding under this new facility bearing interest at a weighted
average rate of 6.28%.
Pursuant to the LFT Merger, the Company assumed a line of credit that
had an outstanding balance of approximately $26.4 million. On October 1, 1999,
the Company repaid the outstanding balance and terminated this facility.
In connection with the Wellsford Merger, the Company has provided a
$14.8 million credit enhancement with respect to certain tax-exempt bonds issued
to finance certain public improvements at a multifamily development project.
Pursuant to the terms of a Stock Purchase Agreement with Wellsford Real
Properties, Inc. ("WRP Newco"), the Company has agreed to purchase up to
1,000,000 shares of WRP Newco Series A Preferred at $25.00 per share on a
standby basis over a three-year period ending on May 30, 2000. These preferred
shares would be convertible to WRP Newco common shares under certain
circumstances. As of December 31, 1999, no shares of WRP Newco Series A
Preferred had been acquired by the Company. The Company expects to fund this $25
million investment in April 2000.
In connection with the MRY Merger, the Company extended a $25 million,
one year, non-revolving loan to MRYP Spinco pursuant to a Senior Debt Agreement.
On June 24, 1999, MRYP Spinco repaid the entire outstanding Senior Note balance
of $18.3 million and there is no further obligation by either party in
connection with this agreement.
Also, in connection with the MRY Merger, the Company entered into six
joint venture
43
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)
agreements with MRYP Spinco. The Company contributed six properties with an
initial value of $52.7 million in return for an ownership interest in each joint
venture. On August 23, 1999, the Company sold its entire interest in these six
properties to MRYP Spinco and received $54.1 million. There is no further
obligation by either party in connection with these agreements.
FOR THE YEAR ENDED DECEMBER 31, 1998
As of January 1, 1998, the Company had approximately $33.3 million of
cash and cash equivalents and $265 million available on its line of credit of
which $24.7 million was restricted. After taking into effect the various
transactions discussed in the following paragraphs, cash and cash equivalents at
December 31, 1998 were approximately $4 million and the amounts available on the
Company's lines of credit were $330 million of which $12 million was restricted.
The following discussion also explains the changes in net cash provided by
operating activities, net cash (used for) investing activities and net cash
provided by financing activities, all of which are presented in the Company's
Consolidated Statements of Cash Flows.
Part of the Company's strategy in funding the purchase of multifamily
properties, funding its Properties in the development stage and the funding of
the Company's investment in a joint venture with a multifamily real estate
developer, excluding those Properties acquired through the Mergers, is to
utilize its line of credit and to subsequently repay the line of credit from the
issuance of additional equity or debt securities or the disposition of
Properties. Utilizing this strategy during 1998 the Company:
- issued a total of approximately 8.5 million Common Shares through
various offerings and received total net proceeds of $412.5 million;
- issued the 2015 Notes, the August 2003 Notes and the 2000 Notes and
received net proceeds of $542.3 million;
- mortgaged fifteen previously unencumbered Properties and received
net proceeds of $223.5 million; and
- disposed of twenty properties, which generated net proceeds of
approximately $177 million.
All of these proceeds were utilized to either:
- purchase additional properties;
- provide funding for properties in the development stage; and/or
- repay the lines of credit and mortgage indebtedness on certain
Properties.
With respect to the 1998 Acquired Properties, the Company issued 21.8
million Common Shares having a value of $1.0 billion and issued the following
preferred shares having a combined liquidation value of $369.1 million:
- Series H Preferred Shares;
- Series I Preferred Shares;
- Series J Preferred Shares;
- Series K Preferred Shares; and
- Series L Preferred Shares.
The Company also assumed mortgage indebtedness, unsecured notes and a
line of credit of approximately $1.2 billion, issued OP Units having a value of
approximately $205.2 million and issued
44
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)
Junior Convertible Preference Units having a value of approximately $4.8
million. The cash portion of these acquisitions were primarily funded from
amounts drawn on the Company's lines of credit and proceeds received in
connection with the transactions mentioned in the previous paragraphs.
In December 1997, the Company entered into a joint venture agreement
with a multifamily residential real estate developer whereby the Company will
make investments in a limited partnership to fund its portion of the project
cost. During 1998, the Company funded a total of $23.9 million in connection
with this agreement.
In regards to certain other properties that were under development
and/or expansion in 1998, the Company funded $31.6 million.
In regards to certain properties that were under earnout/development
agreements in 1998, no amounts were funded.
As of December 31, 1998, the Company had total indebtedness of
approximately $4.7 billion, which included mortgage indebtedness of $2.3 billion
(including premiums of $4.5 million), of which $878.3 million represented
tax-exempt bond indebtedness, and unsecured debt of $2.3 billion (net of a $5.3
million discount), of which $35.6 million represented tax-exempt bond
indebtedness. During the year, the Company repaid an aggregate of $63.8 million
of mortgage indebtedness on nine of its Properties. These repayments were funded
from the Company's line of credit or from proceeds received from the various
capital transactions mentioned in the previous paragraphs.
YEAR 2000 ISSUE
In prior years, the Company discussed the nature and progress of its
plans to become Year 2000 ready. In late 1999, the Company completed its
remediation and testing of systems. As a result of those planning and
implementation efforts, the Company experienced no significant disruptions in
mission critical information technology and non-information technology systems
and believes those systems successfully responded to the Year 2000 date change.
The Company expensed approximately $184,000 and $700,000 during 1999 and 1998,
respectively, in connection with remediating its systems. The Company is not
aware of any material problems resulting from Year 2000 issues, either with its
products, its internal systems, or the products and services of third parties.
The Company will continue to monitor its mission critical computer applications
and those of its suppliers and vendors throughout the year 2000 to ensure that
any latent Year 2000 matters that may arise are addressed promptly.
FUNDS FROM OPERATIONS
Commencing in 1996, the Company implemented the definition of FFO
adopted by the Board of Governors of NAREIT in March 1995. The definition
primarily eliminates the amortization of deferring financing costs and
depreciation of non-real estate assets as items added back to net income when
calculating FFO.
45
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FUNDS FROM OPERATIONS (CONTINUED)
The Company generally considers FFO to be one measure of the
performance of real estate companies. The resolution adopted by the Board of
Governors of NAREIT defines FFO as net income (loss) (computed in accordance
with GAAP), excluding gains (or losses) from debt restructuring and sales of
property, plus depreciation on real estate assets, and after adjustments for
unconsolidated partnerships and joint ventures. Adjustments for
unconsolidated partnerships and joint ventures are calculated to reflect FFO
on the same basis. The Company believes that FFO is helpful to investors as a
measure of the performance of a real estate company because, along with cash
flows from operating activities, financing activities and investing
activities, it provides investors an understanding of the ability of the
Company to incur and service debt and to make capital expenditures. FFO in
and of itself does not represent cash generated from operating activities in
accordance with GAAP and therefore should not be considered an alternative to
net income as an indication of the Company's performance or to net cash flows
from operating activities as determined by GAAP as a measure of liquidity and
is not necessarily indicative of cash available to fund cash needs. The
Company's calculation of FFO represents net income available to Common
Shares, excluding gains on dispositions of properties and gains/losses on
early extinguishment of debt, plus depreciation on real estate assets, income
allocated to Minority Interests and amortization of deferred financing costs
related to the Predecessor Business. The Company's calculation of FFO may
differ from the methodology for calculating FFO utilized by other real estate
companies and, accordingly, may not be comparable to such other real estate
companies.
The Company will adopt, effective January 1, 2000, NAREIT's updated
recommended definition of FFO as approved in the fourth quarter of 1999.
For the year ended December 31, 1999, FFO increased $160.8 million
representing a 35% increase when compared to the year ended December 31, 1998.
For the year ended December 31, 1998, FFO increased by $188.1 million
representing a 69.5% increase when compared to the year ended December 31, 1997.
The following is a reconciliation of net income available to Common
Shares to FFO available to Common Shares and OP Units for the years ended
December 31, 1999, 1998 and 1997 (amounts are in thousands):
--------------------------------------------------------- --- -------------- -- -------------- -- --------------
Year Ended Year Ended Year Ended
12/31/99 12/31/98 12/31/97
--------------------------------------------------------- --- -------------- -- -------------- -- --------------
Net income available to Common Shares $ 280,685 $ 165,289 $ 117,580
Adjustments:
Income allocated to Minority Interests 29,536 18,529 13,260
Depreciation on real estate assets* 402,466 296,691 153,526
Amortization of deferred financing
costs related to predecessor business -- 35 235
Loss on early extinguishment of debt 451 -- --
Gain on disposition of properties (93,535) (21,703) (13,838)
--------------------------------------------------------- --- -------------- -- -------------- -- --------------
FFO available to Common Shares and OP Units $ 619,603 $ 458,841 $ 270,763
--------------------------------------------------------- --- -------------- -- -------------- -- --------------
* Includes $1,009,000 and $183,000 related to the Company's share of
depreciation from unconsolidated joint ventures and limited partnerships for
the years ended December 31, 1999 and 1998, respectively.
46
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
The Company's future earnings, cash flows and fair values relevant to
financial instruments are dependent upon prevalent market rates. Market risk is
the risk of loss from adverse changes in market prices and interest rates. The
Company manages its market risk by matching projected cash inflows from
operating properties, financing activities and investing activities with
projected cash outflows to fund debt payments, acquisitions, capital
expenditures, distributions and other cash requirements. The Company also
utilizes certain derivative financial instruments to limit market risk. Interest
rate protection agreements are used to convert floating rate debt to a fixed
rate basis. Derivatives are used for hedging purposes rather than speculation.
The Company does not enter into financial instruments for trading purposes.
The Company has total outstanding debt of approximately $5.5 billion at
December 31, 1999, of which approximately $700.9 million, or 12.8% is floating
rate debt, including the effects of any interest rate protection agreements. If
market rates of interest on the Company's floating rate debt increase by 55
basis points (a 10% increase), the increase in interest expense on the Company's
floating rate debt would decrease future earnings and cash flows by
approximately $3.9 million. If market rates of interest on the Company's
floating rate debt decrease by 55 basis points (a 10% decrease), the decrease in
interest expense on the Company's floating rate debt would increase future
earnings and cash flows by approximately $3.9 million.
These amounts were determined by considering the impact of hypothetical
interest rates and equity prices on the Company's financial instruments. These
analyses do not consider the effects of the reduced level of overall economic
activity that could exist in such an environment. Further, in the event of a
change of such magnitude, management would likely take actions to further
mitigate its exposure to the change. However, due to the uncertainty of the
specific actions that would be taken and their possible effects, this analysis
assumes no changes in the Company's financial structure.
47
PART II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
See Index to Consolidated Financial Statements on page F-1 of this Form
10-K.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
None.
48
PART III
ITEMS 10, 11, 12 AND 13.
TRUSTEES AND EXECUTIVE OFFICERS OF THE REGISTRANT, EXECUTIVE COMPENSATION,
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND CERTAIN
RELATIONSHIP AND RELATED TRANSACTIONS.
The information required by Item 10, Item 11, Item 12 and Item 13 are
incorporated by reference to, and will be contained in, the Company's definitive
proxy statement, which the Company anticipates will be filed no later than March
31, 2000, and thus these items have been omitted in accordance with General
Instruction G(3) to Form 10-K.
49
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES AND REPORTS ON FORM 8-K
(a)
(1 & 2) See Index to Financial Statements and Schedules on page F-1 of
this Form 10-K.
(3) Exhibits:
2.1# Agreement and Plan of Merger by and between Equity Residential
Properties Trust and Wellsford Residential Property Trust
dated as of January 16, 1997.
2.2## Articles of Merger by and between Equity Residential
Properties Trust and Wellsford Residential Property Trust.
2.3### Agreement and Plan of Merger by and between Equity Residential
Properties Trust and Evans Withycombe Residential, Inc. dated
as of August 27, 1997.
2.4#### Articles of Merger by and between Equity Residential
Properties Trust and Evans Withycombe Residential, Inc.
2.5^ Agreement and Plan of Merger and First Amendment Thereto by
and between Equity Residential Properties Trust and Merry Land
& Investment Company, Inc. dated as of July 8, 1998 and
September 4, 1998, respectively.
2.6^^ Articles of Merger by and between Equity Residential
Properties Trust and Merry Land & Investment Company, Inc.
2.7^^^ Agreement and Plan of Merger between Equity Residential
Properties Trust and Lexford Residential Trust dated as of
June 30, 1999.
2.8^^^^ Articles of Merger by and between Equity Residential
Properties Trust and Lexford Residential Trust.
3.1+ Second Amended and Restated Declaration of Trust of Equity
Residential Properties Trust dated May 30, 1997.
3.2++ Third Amended and Restated Bylaws of Equity Residential
Properties Trust.
4.1* Indenture, dated as of May 16, 1994, by and among the
Operating Partnership, as obligor, the Company, as guarantor
and The First National Bank of Chicago, as trustee in
connection with 8 1/2% senior notes due May 15, 1999.
4.2* Indenture, dated October 1, 1994, between the Operating
Partnership, as obligor and The First National Bank of
Chicago, as trustee.
10.1** Fifth Amended and Restated Agreement of Limited Partnership of
ERP Operating Limited Partnership.
10.2*** Agreement of Limited Partnership of Equity Residential
Properties Management Limited Partnership.
10.3**** Agreement of Limited Partnership of Equity Residential
Properties Management Limited Partnership II.
10.4*** Noncompetition Agreement (Zell).
10.5*** Noncompetition Agreement (Crocker).
10.6*** Noncompetition Agreement (Spector).
10.7*** Form of Noncompetition Agreement (other officers).
10.8*** Services Agreement between Equity Residential Properties Trust
and Equity Group Investments, Inc.
10.9*** Form of Property Management Agreement (REIT properties).
10.10* Form of Property Management Agreement (Non-REIT properties).
10.11+++ Amended and Restated Master Reimbursement Agreement, dated as
of November 1, 1996 by and between Federal National Mortgage
Association and EQR-Bond Partnership.
10.12 Revolving Credit Agreement dated as of August 12, 1999 among
the Operating Partnership, the Banks listed therein, Bank of
America, National Association, as administrative agent, The
Chase Manhattan Bank, as syndication agent, Morgan Guaranty
Trust Company of New York, as documentation agent, Bank of
America Securities LLC, as joint lead arranger, and Chase
Securities Inc., as joint lead arranger.
50
PART IV
10.13 First Amendment to Revolving Credit Agreement dated November
10, 1999 between the Operating Partnership, Bank of America,
National Association, as administrative agent, The Chase
Manhattan Bank, as syndication agent, Morgan Guaranty Trust
Company of New York, as documentation agent and the Banks
listed as signatories thereto.
10.14#### Employment Agreement dated August 27, 1997 between Equity
Residential Properties Management Limited Partnership and
Richard G. Berry.
10.15++++ Amendment No. 1 to Amended and Restated Agreement of Limited
Partnership of Evans Withycombe Residential, LP.
10.16 Amended and Restated Limited Partnership Agreement of Lexford
Properties, L.P.
12 Computation of Ratio of Earnings to Fixed Charges
21 List of Subsidiaries of Equity Residential Properties Trust
23.1 Consent of Ernst & Young LLP
24.1 Power of Attorney for James D. Harper, Jr. dated February 29,
2000
24.2 Power of Attorney for Errol R. Halperin dated February 29,
2000
24.3 Power of Attorney for John W. Alexander dated March 13, 2000
24.4 Power of Attorney for B. Joseph White dated March 9, 2000
24.5 Power of Attorney for Henry H. Goldberg dated March 1, 2000
24.6 Power of Attorney for Jeffrey H. Lynford dated March 1, 2000
24.7 Power of Attorney for Edward Lowenthal dated March 2, 2000
24.8 Power of Attorney for Stephen O. Evans dated March 2, 2000
24.9 Power of Attorney for Boone A. Knox dated February 29, 2000
24.10 Power of Attorney for Michael N. Thompson dated March 6, 2000
________________________________
# Included as an exhibit to the Company's Form 8-K dated January
16, 1997, filed on January 17, 1997.
## Included as Appendix B in the Company's Form S-4 filed on
April 29, 1997.
### Included as an exhibit to the Company's Form 8-K dated August
27, 1997, filed on August 29, 1997.
#### Included as Appendix B in the Company's Form S-4 filed on
September 18, 1997.
^ Included as Appendix A in the Company's Form S-4 filed on
September 14, 1998.
^^ Included as Appendix B in the Company's Form S-4 filed on
September 14, 1998.
^^^ Included as Appendix A in the Company's Form S-4 filed on July
23, 1999.
^^^^ Included as an exhibit to the Company's Form 8-K dated October
1, 1999, filed on October 5, 1999.
+ Included as an exhibit to the Company's Form 8-K dated May 30,
1997, filed on June 5, 1997.
++ Included as an exhibit to the Company's Form 10-Q for the
quarterly period ended June 30, 1999.
+++ Included as an exhibit to the Company's Form 10-K for the year
ended December 31, 1996.
++++ Included as an exhibit to the Company's Form 10-K for the
year ended December 31, 1997.
* Included as an exhibit to the Operating Partnership's Form
10/A, dated December 12, 1994, File No. 0-24920, and
incorporated herein by reference.
** Included as an exhibit to the Operating Partnership's Form
8-K/A dated July 23, 1998, filed on August 18, 1998.
*** Included as an exhibit to the Company's Form S-11 Registration
Statement, File No. 33-63158, and incorporated herein by
reference.
**** Included as an exhibit to the Company's Form 10-K for the year
ended December 31, 1994.
51
PART IV
(b) Reports on Form 8-K:
A Report on Form 8-K dated October 5, 1999, reporting the closing of the merger
between Equity Residential Properties Trust and Lexford Residential Trust.
A Report on Form 8-K dated December 3, 1999, disclosing additional financial
information of Lexford Residential Trust as of September 30, 1999.
(c) Exhibits:
See Item 14(a)(3) above.
(d) Financial Statement Schedules:
See Index to Financial Statements attached hereto on page F-1 of this
Form 10-K.
52
PART IV
SIGNATURES
Pursuant to the requirements of the Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
behalf by the undersigned thereunto duly authorized.
EQUITY RESIDENTIAL PROPERTIES TRUST
Date: MARCH 13, 2000 By: /S/ DOUGLAS CROCKER II
-------------- --------------------------------------
Douglas Crocker II
President, Chief Executive Officer,
Trustee and *Attorney-in-Fact
Date: MARCH 13, 2000 By: /S/ DAVID J. NEITHERCUT
-------------- --------------------------------------
David J. Neithercut
Executive Vice President and
Chief Financial Officer
Date: MARCH 13, 2000 By: /S/ MICHAEL J. MCHUGH
-------------- --------------------------------------
Michael J. McHugh
Executive Vice President, Chief Accounting
Officer, Treasurer and *Attorney-in-fact
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.
Date: MARCH 13, 2000 By: /S/ SAMUEL ZELL
--------------- ---------------------------------------
Samuel Zell
Chairman of the Board of Trustees
Date: MARCH 13, 2000 By: /S/ GERALD A. SPECTOR
-------------- ---------------------------------------
Gerald A. Spector
Executive Vice President, Chief
Operating Officer and Trustee
Date: MARCH 13, 2000 By: /S/ SHELI Z. ROSENBERG
-------------- ---------------------------------------
Sheli Z. Rosenberg
Trustee
53
PART IV
SIGNATURES-CONTINUED
Date: MARCH 13, 2000 By: /S/ JAMES D. HARPER*
-------------- --------------------------------------
James D. Harper
Trustee
Date: MARCH 13, 2000 By: /S/ ERROL R. HALPERIN*
-------------- --------------------------------------
Errol R. Halperin
Trustee
Date: MARCH 13, 2000 By: /S/ JOHN W. ALEXANDER*
-------------- --------------------------------------
John W. Alexander
Trustee
Date: MARCH 13, 2000 By: /S/ B. JOSEPH WHITE*
-------------- ---------------------------------------
B. Joseph White
Trustee
Date: MARCH 13, 2000 By: /S/ HENRY H. GOLDBERG*
-------------- ---------------------------------------
Henry H. Goldberg
Trustee
Date: MARCH 13, 2000 By: /S/ JEFFREY H. LYNFORD*
-------------- ---------------------------------------
Jeffrey H. Lynford
Trustee
Date: MARCH 13, 2000 By: /S/ EDWARD LOWENTHAL*
-------------- ---------------------------------------
Edward Lowenthal
Trustee
Date: MARCH 13, 2000 By: /S/ STEPHEN O. EVANS*
-------------- ---------------------------------------
Stephen O. Evans
Trustee
Date: MARCH 13, 2000 By: /S/ BOONE A. KNOX*
-------------- ---------------------------------------
Boone A. Knox
Trustee
Date: MARCH 13, 2000 By: /S/ MICHAEL N. THOMPSON*
-------------- ----------------------------------------
Michael N. Thompson
Trustee
* By: /S/ MICHAEL J. MCHUGH OR DOUGLAS CROCKER II
----------------------------------------------------
Michael J. McHugh or Douglas Crocker II,
as Attorney-in-fact
54
INDEX TO FINANCIAL STATEMENTS AND SCHEDULE
EQUITY RESIDENTIAL PROPERTIES TRUST
PAGE
----
FINANCIAL STATEMENTS FILED AS PART OF THIS REPORT
Report of Independent Auditors........................................................ F-2
Consolidated Balance Sheets as of
December 31, 1999 and 1998........................................................ F-3
Consolidated Statements of Operations for
the years ended December 31, 1999, 1998 and 1997.................................. F-4
Consolidated Statements of Cash Flows for
the years ended December 31, 1999, 1998 and 1997.................................. F-5 to F-7
Consolidated Statements of Changes in Shareholders' Equity
for the years ended December 31, 1999, 1998 and 1997.............................. F-8 to F-9
Notes to Consolidated Financial Statements............................................ F-10 to F-44
SCHEDULE FILED AS PART OF THIS REPORT
Schedule III - Real Estate and Accumulated Depreciation............................... S-1 to S-21
REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholders
Equity Residential Properties Trust
We have audited the accompanying consolidated balance sheets of Equity
Residential Properties Trust (the "Company") as of December 31, 1999 and 1998
and the related consolidated statements of operations, changes in shareholders'
equity and cash flows for each of the three years in the period ended December
31, 1999. Our audits also included the financial statement schedule listed in
the Index at Item 14(a). These financial statements are the responsibility of
the Company's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the consolidated financial position of Equity
Residential Properties Trust at December 31, 1999 and 1998, and the consolidated
results of its operations and its cash flows for each of the three years in the
period ended December 31, 1999, in conformity with accounting principles
generally accepted in the United States. Also, in our opinion, the related
financial statement schedule, when considered in relation to the basic financial
statements taken as a whole, presents fairly in all material respects the
information set forth therein.
ERNST & YOUNG LLP
Chicago, Illinois
February 16, 2000
except for Note 23, as to which the date is
March 3, 2000
F-2
EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands except for share amounts)
DECEMBER 31, DECEMBER 31,
1999 1998
----------------- ----------------
ASSETS
Investment in real estate
Land $ 1,550,378 $ 1,326,148
Depreciable property 10,670,550 9,519,579
Construction in progress 18,035 96,336
----------------- ----------------
12,238,963 10,942,063
Accumulated depreciation (1,070,487) (718,491)
----------------- ----------------
Investment in real estate, net of accumulated depreciation 11,168,476 10,223,572
Real estate held for disposition 12,868 29,886
Cash and cash equivalents 29,117 3,965
Investment in mortgage notes, net 84,977 88,041
Rents receivable 1,731 4,758
Deposits - restricted 111,270 69,339
Escrow deposits - mortgage 75,328 68,725
Deferred financing costs, net 33,968 27,569
Other assets 197,954 184,405
----------------- ----------------
TOTAL ASSETS $ 11,715,689 $ 10,700,260
================= ================
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Mortgage notes payable $ 2,883,583 $ 2,341,011
Notes, net 2,290,285 2,049,516
Lines of credit 300,000 290,000
Accounts payable and accrued expenses 102,955 100,926
Accrued interest payable 44,257 46,176
Rents received in advance and other liabilities 74,196 54,616
Security deposits 39,687 37,439
Distributions payable 18,813 18,755
----------------- ----------------
TOTAL LIABILITIES 5,753,776 4,938,439
----------------- ----------------
COMMITMENTS AND CONTINGENCIES
Minority Interests 456,979 431,374
----------------- ----------------
----------------- ----------------
Shareholders' equity:
Preferred Shares of beneficial interest, $.01 par value; 100,000,000
shares authorized; 25,085,652 shares issued and outstanding as of
December 31, 1999 and 29,097,951
shares issued and outstanding as of December 31, 1998 1,310,266 1,410,574
Common Shares of beneficial interest, $.01 par value;
350,000,000 shares authorized; 127,450,798 shares issued
and outstanding as of December 31, 1999 and 118,230,009
shares issued and outstanding as of December 31, 1998 1,275 1,182
Paid in capital 4,523,919 4,169,102
Employee notes (4,670) (4,873)
Distributions in excess of accumulated earnings (325,856) (245,538)
----------------- ----------------
Total shareholders' equity 5,504,934 5,330,447
----------------- ----------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 11,715,689 $ 10,700,260
================= ================
SEE ACOMPANYING NOTES
F-3
EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS IN THOUSANDS EXCEPT PER SHARE DATA)
YEAR ENDED DECEMBER 31,
---------------------------------------------
1999 1998 1997
---------------------------------------------
REVENUES
Rental income $ 1,711,738 $ 1,293,560 $ 707,733
Fee and asset management 4,970 5,622 5,697
Interest income - investment in mortgage notes 12,559 18,564 20,366
Interest and other income 23,851 19,250 13,282
------------ ------------ -------------
Total revenues 1,753,118 1,336,996 747,078
EXPENSES
Property and maintenance 414,026 326,733 176,075
Real estate taxes and insurance 171,289 126,009 69,520
Property management 61,626 53,101 26,793
Fee and asset management 3,587 4,279 3,364
Depreciation 408,688 301,869 156,644
Interest:
Expense incurred 337,189 246,585 121,324
Amortization of deferred financing costs 4,084 2,757 2,523
General and administrative 22,296 20,631 14,821
------------ ------------ -------------
Total expenses 1,422,785 1,081,964 571,064
Income before gain on disposition of properties, net,
extraordinary item and allocation to
Minority Interests 330,333 255,032 176,014
Gain on disposition of properties, net 93,535 21,703 13,838
------------ ------------ -------------
Income before extraordinary item and allocation to
Minority Interests 423,868 276,735 189,852
Loss on early extinguishment of debt (451) - -
------------ ------------ -------------
Income before allocation to Minority Interests 423,417 276,735 189,852
Income allocated to Minority Interests (29,536) (18,529) (13,260)
------------ ------------ -------------
Net income 393,881 258,206 176,592
Preferred distributions (113,196) (92,917) (59,012)
------------ ------------ -------------
Net income available to Common Shares $ 280,685 $ 165,289 $ 117,580
============ ============ =============
Weighted average Common Shares outstanding - basic 122,175 100,370 65,729
============ ============ =============
Distributions declared per Common Share outstanding $ 2.94 $ 2.72 $ 2.55
============ ============ =============
Tax treatment of distributions (unaudited)
Ordinary income $ 2.56 $ 2.14 $ 2.24
============ ============ =============
Return of capital $ 0.26 $ 0.52 $ 0.26
============ ============ =============
Long-term capital gain $ 0.09 $ 0.01 $ 0.05
============ ============ =============
Unrecaptured section 1250 gain $ 0.03 $ 0.05 $ -
============ ============ =============
Net income per share - basic $ 2.30 $ 1.65 $ 1.79
============ ============ =============
Net income per share - diluted $ 2.29 $ 1.63 $ 1.76
============ ============ =============
SEE ACCOMPANYING NOTES
F-4
EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF CASH FLOWS
(AMOUNTS IN THOUSANDS)
YEAR ENDED DECEMBER 31,
----------------------------------------------
1999 1998 1997
----------------------------------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 393,881 $ 258,206 $ 176,592
ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH PROVIDED BY OPERATING
ACTIVITIES:
Income allocated to Minority Interests 29,536 18,529 13,260
Depreciation 408,688 301,869 156,644
Amortization of deferred financing costs 4,084 2,757 2,523
Amortization of discounts and premiums on debt (2,322) (1,958) (353)
Amortization of treasury locks and options on debt 987 1,649 818
Amortization of discount on investment in mortgage notes (1,165) (3,015) (3,100)
Gain on disposition of properties, net (93,535) (21,703) (13,838)
Compensation paid with Company Common Shares 9,625 803 2,325
CHANGES IN ASSETS AND LIABILITIES:
Decrease (increase) in rents receivable 3,559 (1,456) (1,373)
(Increase) in deposits - restricted (9,953) (13,147) (23,183)
Decrease (increase) in other assets 47,670 (8,787) (13,708)
(Decrease) increase in accounts payable and accrued expenses (5,610) (3,601) 20,235
(Decrease) increase in accrued interest payable (6,387) 7,546 12,224
Increase (decrease) in rents received in advance and other
liabilities 7,963 (2,077) 12,112
(Decrease) increase in security deposits (1,802) 7,598 7,819
------------ --------------- --------------
Net cash provided by operating activities 785,219 543,213 348,997
------------ --------------- --------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment in real estate, net (632,474) (990,728) (1,190,933)
Improvements to real estate (134,716) (90,608) (50,246)
Additions to non-real estate property (7,219) (11,412) (9,754)
Interest capitalized for real estate under construction (1,493) (1,620) -
Proceeds from disposition of real estate, net 329,342 174,796 35,758
Decrease (increase) in investment in mortgage notes 4,229 2,853 (86,367)
(Increase) decrease in deposits on real estate acquisitions, net (25,563) (18,451) 7,946
Decrease (increase) in mortgage deposits 11,117 (20,499) (25,521)
Investment in limited partnerships (40,480) (23,946) (6,900)
Decrease in mortgage receivables 7,150 - -
Purchase of management contract rights (285) (119) (5,000)
Costs related to Mergers (18,274) (50,139) (176,908)
Other investing activities (14,885) (17,501) (44,465)
------------ --------------- --------------
Net cash (used for) investing activities (523,551) (1,047,374) (1,552,390)
------------ --------------- --------------
SEE ACCOMPANYING NOTES
F-5
EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(AMOUNTS IN THOUSANDS)
YEAR ENDED DECEMBER 31,
-------------------------------------------------
1999 1998 1997
-------------------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Loan and bond acquisition costs $ (9,522) $ (9,021) $ (11,617)
MORTGAGE NOTES PAYABLE:
Proceeds 204,986 223,491 16,460
Lump sum payoffs (105,846) (63,785) (113,389)
Monthly principal payments (21,147) (12,624) (7,157)
NOTES, NET:
Proceeds 298,014 542,227 348,303
Payoffs (152,266) (120,000) (100,000)
LINES OF CREDIT:
Proceeds 1,372,000 859,000 442,500
Repayments (1,388,383) (881,000) (207,500)
Proceeds from treasury locks and options on debt 1,380 8,130 -
Proceeds from sale of Common Shares 7,717 425,253 540,010
Proceeds from sale of Preferred Shares/Units, net 39,000 - 491,250
Proceeds from exercise of options 30,750 14,482 4,999
Common Shares repurchased and retired (6,252) (94,705) -
Payment of offering costs (625) (12,370) (22,470)
DISTRIBUTIONS:
Common Shares (364,183) (277,815) (217,229)
Preferred Shares/Units (113,153) (95,952) (50,024)
Minority Interests (37,580) (30,752) (24,829)
Principal receipts on employee notes, net 203 272 110
Principal receipts on other notes receivable, net 8,391 - -
-------------- -------------- --------------
Net cash (used for) provided by financing activities (236,516) 474,831 1,089,417
-------------- -------------- --------------
Net increase (decrease) in cash and cash equivalents 25,152 (29,330) (113,976)
Cash and cash equivalents, beginning of year 3,965 33,295 147,271
-------------- -------------- --------------
Cash and cash equivalents, end of year $ 29,117 $ 3,965 $ 33,295
============== ============== ==============
SUPPLEMENTAL INFORMATION:
Cash paid during the year for interest $ 341,936 $ 234,318 $ 109,100
============== ============== ==============
Mortgage loans assumed and/or entered into through
acquisitions of real estate $ 69,885 $ 459,820 $ 597,245
============== ============== ==============
Net real estate contributed in exchange for Common Shares $ - $ - $ 185,994
============== ============== ==============
Net real estate contributed in exchange for OP Units or
Preference Units $ 28,232 $ 169,834 $ 5,335
============== ============== ==============
Mortgage loans assumed by purchaser in real estate dispositions $ (12,500) $ - $ -
============== ============== ==============
Transfers to real estate held for disposition $ 12,868 $ 29,886 $ -
============== ============== ==============
SEE ACCOMPANYING NOTES
F-6
EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(AMOUNTS IN THOUSANDS)
YEAR ENDED DECEMBER 31,
-------------------------------------------------
1999 1998 1997
-------------------------------------------------
SUPPLEMENTAL INFORMATION (CONTINUED):
Investment in mortgage notes converted to investment in real
estate $ - $ 88,184 $ -
============== ============== ==============
Refinancing of mortgage notes payable in favor of notes, net $ 92,180 $ 35,600 $ -
============== ============== ==============
Net (assets acquired) liabilities assumed through Mergers $ (15,604) $ 42,955 $ 33,237
============== ============== ==============
Mortgage loans assumed through Mergers $ 499,654 $ 184,587 $ 333,966
============== ============== ==============
Unsecured notes assumed through Mergers $ 2,266 $ 461,956 $ 383,954
============== ============== ==============
Line of credit assumed through Mergers $ 26,383 $ 77,000 $ -
============== ============== ==============
Valuation of Common Shares issued through Mergers $ 181,124 $ 1,010,723 $ 945,312
============== ============== ==============
Valuation of OP Units issued through Mergers $ - $ 40,155 $ 107,270
============== ============== ==============
Liquidation value of Preferred Shares redesignated through
Mergers $ - $ 369,109 $ 157,495
============== ============== ==============
SEE ACCOMPANYING NOTES
F-7
EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(AMOUNTS IN THOUSANDS)
YEAR ENDED DECEMBER 31,
------------------------------------------------
1999 1998 1997
------------------------------------------------
PREFERRED SHARES
Balance, beginning of year $ 1,410,574 $ 1,041,713 $ 393,000
Issuance of 8.60% Series D Cumulative Redeemable - - 175,000
Issuance of Series E Cumulative Convertible - - 99,995
Issuance of 9.65% Series F Cumulative Redeemable - - 57,500
Issuance of 7 1/4% Series G Convertible Cumulative - - 316,250
Issuance of 7.00% Series H Cumulative Convertible - 4,124 -
Issuance of 8.82% Series I Cumulative Convertible - 100,000 -
Issuance of 8.60% Series J Cumulative Convertible - 114,985 -
Issuance of 8.29% Series K Cumulative Redeemable - 50,000 -
Issuance of 7.625% Series L Cumulative Redeemable - 100,000 -
Conversion of Series E Cumulative Convertible (75) (38) (32)
Conversion of 7.00% Series H Cumulative Convertible (228) (210) -
Conversion of 8.82% Series I Cumulative Convertible (100,000) - -
Conversion of 8.60% Series J Cumulative Convertible (5) - -
-------------- -------------- -------------
Balance, end of year $ 1,310,266 $ 1,410,574 $1,041,713
============== ============== =============
COMMON SHARES, $.01 PAR VALUE
Balance, beginning of year $ 1,182 $ 891 $ 512
Issuance through proceeds from offerings - 74 119
Issuance in connection with Mergers and acquisitions 40 218 252
Issuance through conversion of OP Units into Common Shares 12 7 5
Issuance through exercise of options 10 5 1
Issuance through restricted share grants 3 - 1
Issuance through Share Purchase - DRIP Plan and Dividend
Reinvestment - DRIP Plan 1 10 -
Issuance through Employee Share Purchase Plan 2 1 1
Issuance through conversion of Preferred Shares into Common 26 - -
Common Shares repurchased and retired (1) (24) -
-------------- -------------- -------------
Balance, end of year $ 1,275 $ 1,182 $ 891
============== ============== =============
SEE ACCOMPANYING NOTES
F-8
EQUITY RESIDENTIAL PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (CONTINUED)
(AMOUNTS IN THOUSANDS)
YEAR ENDED DECEMBER 31,
------------------------------------------------
1999 1998 1997
------------------------------------------------
PAID IN CAPITAL
Balance, beginning of year $ 4,169,102 $ 2,785,661 $ 1,147,214
Issuance of Common Shares through proceeds from
offerings - 370,385 536,645
Issuance of Common Shares in connection with Mergers and
acquisitions 181,084 1,010,505 1,131,054
Issuance of Common Shares through conversion of OP Units
into Common Shares 39,683 19,806 11,267
Issuance of Common Shares through exercise of options 30,740 14,477 4,998
Issuance of Common Shares through restricted share grants 8,374 - 1,741
Issuance of Common Shares through Share Purchase -
DRIP Plan 954 50,674 -
Issuance of Common Shares through Dividend Reinvestment -
DRIP Plan 1,525 419 -
Issuance of Common Shares through Employee Share
Purchase Plan 5,235 3,690 3,245
Issuance of Common Shares through 401(k) Plan 1,248 803 583
Issuance of Common Shares through conversion of Preferred
Shares into Common Shares 100,282 248 32
Common Shares repurchased and retired (6,251) (94,681) -
Offering costs (1,625) (12,370) (22,470)
Principal (advances) on other notes receivable, net (4,045) - -
Adjustment for Minority Interests ownership in
Operating Partnership (2,387) 19,485 (28,648)
-------------- -------------- -------------
Balance, end of year $ 4,523,919 $ 4,169,102 $ 2,785,661
============== ============== =============
EMPLOYEE NOTES
Balance, beginning of year $ (4,873) $ (5,145) $ (5,255)
Principal receipts, net 203 272 110
-------------- -------------- -------------
Balance, end of year $ (4,670) $ (4,873) $ (5,145)
============== ============== =============
DISTRIBUTIONS IN EXCESS OF ACCUMULATED EARNINGS
Balance, beginning of year $ (245,538) $ (133,129) $ (76,641)
Net income 393,881 258,206 176,592
Preference Unit distributions (1,185) - -
Preferred distributions (112,011) (92,917) (59,012)
Distributions on Common Shares (361,003) (277,698) (174,068)
-------------- -------------- -------------
Balance, end of year $ (325,856) $ (245,538) $ (133,129)
============== ============== =============
SEE ACCOMPANYING NOTES
F-9
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. ORGANIZATION AND FORMATION OF THE COMPANY
Equity Residential Properties Trust, formed in March 1993, ("EQR"), is
a self-administered and self-managed equity real estate investment trust
("REIT"). As used herein, the term "Company" means EQR, and its subsidiaries, as
the survivor of the mergers between EQR and each of Wellsford Residential
Property Trust ("Wellsford") (the "Wellsford Merger"), Evans Withycombe
Residential, Inc. ("EWR") (the "EWR Merger"), Merry Land & Investment Company,
Inc. ("MRY") (the "MRY Merger") and Lexford Residential Trust ("LFT") ("the LFT
Merger") (see Note 4). The Company has elected to be taxed as a REIT under
Section 856(c) of the Internal Revenue Code 1986, as amended (the "Code").
The Company is engaged in the acquisition, disposition, ownership,
management and operation of multifamily properties. As of December 31, 1999, the
Company owned or had interests in a portfolio of 1,062 multifamily properties
containing 225,708 apartment units of which it controlled a portfolio of 983
multifamily properties containing 214,060 apartment units (individually a
"Property" and collectively the "Properties"). The Company had an investment in
partnership interests (equity investments) and/or an investment in subordinated
mortgages collateralized by the remaining 79 Properties containing 11,648 units.
These properties are located in 35 states throughout the United States.
The Company has formed a series of partnerships (the "Financing
Partnerships") which beneficially own certain Properties that may be encumbered
by mortgage indebtedness. In general, these are structured so that ERP Operating
Limited Partnership (the "Operating Partnership"), a subsidiary of EQR, owns a
1% limited partner interest and a 98% general partner interest in each, with the
remaining 1% general partner interest in each Financing Partnership owned by
various qualified REIT subsidiaries wholly owned by the Company (each a "QRS
Corporation"). Rental income from the Properties that are beneficially owned by
a Financing Partnership is used first to service the applicable mortgage debt
and pay other operating expenses and any excess is then distributed 1% to the
applicable QRS Corporation, as the general partner of such Financing
Partnership, and 99% to the Operating Partnership, as the sole 1% limited
partner and as the 98% general partner. The Company has also formed a series of
limited liability companies that own certain Properties (collectively, the
"LLCs"). The Operating Partnership is a 99% managing member of each LLC and a
QRS Corporation is a 1% member of each LLC.
2. BASIS OF PRESENTATION
The Wellsford Merger, the EWR Merger, the MRY Merger and the LFT Merger
(collectively, the "Mergers") were treated as purchases in accordance with
Accounting Principles Board Opinion No. 16. The fair value of the consideration
given by the Company in the Mergers was used as the valuation basis for each of
the combinations. The assets acquired and the liabilities assumed of Wellsford
were recorded at their relative fair values as of May 30, 1997 (the "Wellsford
Closing Date"). The assets acquired and the liabilities assumed of EWR were
recorded at their relative fair values as of December 23, 1997 (the "EWR Closing
Date"). The assets acquired and the liabilities assumed of MRY were recorded at
their relative fair values as of October 19, 1998 (the "MRY Closing Date"). The
assets acquired and the liabilities assumed of LFT were recorded at their
relative fair values as of October 1, 1999 (the "LFT Closing Date"). The
accompanying consolidated statements of operations and cash flows include the
results of the Properties purchased through the Mergers from their respective
closing dates.
Due to the Company's ability as general partner to control either
through ownership or by contract the Operating Partnership, a series of
management limited partnerships and companies (collectively, the "Management
Partnerships" or the "Management Companies"), the Financing Partnerships, the
LLCs, and certain other entities, each such entity has been consolidated with
the Company for financial reporting
F-10
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
purposes. In regard to the Management Companies, the Company does not have legal
control; however, these entities are consolidated for financial reporting
purposes, the effects of which are immaterial. Certain reclassifications have
been made to the prior year's financial statements in order to conform to the
current year presentation.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) REAL ESTATE ASSETS AND DEPRECIATION
Real estate is recorded at cost less accumulated depreciation less an
adjustment, if any, for impairment. A land value is assigned based on the
purchase price if acquired separately or based on market research if acquired in
a merger or in a single or portfolio acquisition.
For real estate properties to be disposed of, an impairment loss is
recognized when the fair value of the real estate, less the estimated cost to
sell, is less than the carrying amount of the real estate measured at the time
it is certain that the Company will sell the property. Real estate held for
disposition is reported at the lower of its carrying amount or its estimated
fair value, less its cost to sell.
Depreciation is computed on a straight-line basis over the estimated
useful lives of the assets. The Company uses a 30-year estimated life for
buildings and a five-year estimated life for initial furniture, fixtures and
equipment. Replacements inside a unit such as appliances and carpeting, are
depreciated over a five-year estimated life. Expenditures for ordinary
maintenance and repairs are expensed to operations as incurred and significant
renovations and improvements that improve and/or extend the useful life of the
asset are capitalized over their estimated useful life, generally five to ten
years. Initial direct leasing costs are expensed as incurred as such expense
approximates the deferral and amortization of initial direct leasing costs over
the lease terms. Property sales or dispositions are recorded when title
transfers and sufficient consideration has been received by the Company. Upon
disposition, the related costs and accumulated depreciation are removed from the
respective accounts. Any gain or loss on sale of disposition is recognized in
accordance with accounting principles generally accepted in the United States.
The Company classifies Properties under development and/or expansion
and properties in the lease up phase as construction in progress until
construction on the apartment community has been completed and all certificates
of occupancy permits have been obtained. The Company also classifies land
relating to construction in progress as land on its balance sheet. Land
associated with construction in progress was $18.5 million and $19.4 million as
of December 31, 1999 and 1998, respectively.
(b) CASH AND CASH EQUIVALENTS
The Company considers all demand deposits, money market accounts and
investments in certificates of deposit and repurchase agreements purchased with
a maturity of three months or less, at the date of purchase, to be cash
equivalents. The Company maintains its cash and cash equivalents at financial
institutions. The combined account balances at each institution periodically
exceed the Federal Depository Insurance Corporation ("FDIC") insurance coverage,
and, as a result, there is a concentration of credit risk related to amounts on
deposit in excess of FDIC insurance coverage. The Company believes that the risk
is not significant, as the Company does not anticipate their non-performance.
(c) DEFERRED FINANCING COSTS
Deferred financing costs include fees and costs incurred to obtain the
Company's line of credit,
F-11
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
long-term financing and costs for certain interest rate protection agreements.
These costs are amortized over the terms of the related debt. Unamortized
financing costs are written-off when debt is retired before the maturity date.
The accumulated amortization of such deferred financing costs was $11.1 million
and $8.2 million at December 31, 1999 and 1998, respectively.
(d) INTEREST RATE PROTECTION AGREEMENTS
The Company from time to time enters into interest rate protection
agreements to effectively convert floating rate debt to a fixed rate basis, as
well as to hedge anticipated financing transactions. Net amounts paid or
received under these agreements are recognized as an adjustment to interest
expense when such amounts are incurred or earned. Settlement amounts paid or
received in connection with terminated interest rate protection agreements are
deferred and amortized over the remaining term of the related financing
transaction on the straight-line method. The Company believes it has limited
exposure to the extent of non-performance by the counterparties of each
protection agreement since each counterparty is a major U.S. financial
institution, and the Company does not anticipate their non-performance.
(e) DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
In June 1998, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards No. 133, ACCOUNTING FOR DERIVATIVE
INSTRUMENTS AND HEDGING ACTIVITIES ("Statement No. 133"). Statement No. 133
requires recording all derivative instruments as assets or liabilities, measured
at fair value. Derivatives that are not hedges must be adjusted to fair value
through income. If the derivative is a hedge, depending on the nature of the
hedge, changes in the fair value of derivatives will either be offset against
the change in fair value of the hedged assets, liabilities, or firm commitments
through earnings or recognized in other comprehensive income until the hedged
item is recognized in earnings. The ineffective portion of a derivative's change
in fair value will be immediately recognized in earnings. The standard's
effective date was deferred by FASB Statement No. 137 to all fiscal quarters of
all fiscal years beginning after June 15, 2000. The Company is planning to adopt
the standard once it is effective and does not anticipate that the adoption will
have a material impact on the Company's financial condition and results of
operations.
(f) FAIR VALUE OF FINANCIAL INSTRUMENTS
The fair values of the Company's financial instruments, including cash
and cash equivalents, mortgage notes payable, other notes payable, lines of
credit and other financial instruments, approximate their carrying or contract
values. With respect to the Company's investment in mortgage notes, the fair
value as of December 31, 1999 and 1998 was estimated to be approximately $87.0
million and $91.8 million, respectively, compared to the Company's carrying
value of $85 million and $88 million, respectively. The estimated fair value of
the Company's investment in mortgage notes represents the estimated net present
value based on the expected future property level cash flows and an estimated
current market discount rate.
(g) REVENUE RECOGNITION
Rental income attributable to leases is recorded when due from tenants
and is recognized monthly as it is earned, which is not materially different
than on a straight-line basis. Interest income is recorded on an accrual basis.
F-12
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
(h) LEASE AGREEMENTS
The majority of the leases entered into between a tenant and a Property
for the rental of an apartment unit are year-to-year, renewable upon consent of
both parties on a year-to-year or month-to-month basis.
(i) INCOME TAXES
Due to the structure of the Company as a REIT and the nature of the
operations of the Properties and Management Business, the results of operations
contain no provision for Federal income taxes. However, the Company is subject
to certain state and local income, excise or franchise taxes. The aggregate cost
of land and depreciable property for Federal income tax purposes as of December
31, 1999 and 1998 was approximately $8.6 billion and $8.5 billion, respectively.
(j) MINORITY INTERESTS
Net income is allocated to the Minority Interests (as defined in Note
5) based on their respective ownership percentage of the Operating Partnership.
Ownership percentage is represented by dividing the number of OP Units held by
the Minority Interests by the total OP Units held by Minority Interests and EQR.
Issuance of additional Common Shares or OP Units changes the ownership interests
of both the Minority Interests and EQR. Such transactions and the proceeds
therefrom are treated as capital transactions and result in an allocation
between shareholders' equity and Minority Interests to account for the change in
the respective percentage ownership of the underlying equity of the Operating
Partnership.
(k) USE OF ESTIMATES
In preparation of the Company's financial statements in conformity with
accounting principles generally accepted in the United States, management makes
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements as well as the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from these
estimates.
(l) REPORTABLE SEGMENTS
During the fourth quarter of 1998, the Company adopted Statement of
Financial Accounting Standards No. 131, DISCLOSURES ABOUT SEGMENTS OF AN
ENTERPRISE AND RELATED INFORMATION ("Statement No. 131"). Statement No. 131
superseded FASB Statement of Financial Accounting Standards No. 14, FINANCIAL
REPORTING FOR SEGMENTS OF A BUSINESS ENTERPRISE ("Statement No. 14"). Statement
No. 131 establishes standards for the way that public business enterprises
report information regarding reportable operating segments. The adoption of
Statement No. 131 did not affect the Company's results of operations or
financial position.
The Company has one primary reportable business segment, which consists
of investment in rental real estate. The Company's primary business is owning,
managing and operating multifamily residential properties which includes the
generation of rental and other related income through the leasing of apartment
units to tenants. The Company also has a segment for corporate level activity
including such items as interest income earned on short-term investments,
interest income earned on investment in mortgage notes, general and
administrative expenses, and interest expense on mortgage notes payable and
unsecured note issuances. In addition, the Company has a segment for third party
management activity that is immaterial
F-13
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
and does not meet the threshold requirements of Statement No. 131 as a
reportable segment.
The Company evaluates performance and allocates resources primarily
based on the rental and other income generated from each property less property
and maintenance expenses, real estate taxes and insurance, and property
management expenses, which is considered net operating income ("NOI"). However,
all other segment measurements are disclosed in the Company's consolidated
financial statements, and accordingly the accounting policies of the reportable
segments are the same as those described elsewhere in the Summary of Significant
Accounting Policies.
The Company also considers funds from operations ("FFO") to be a
primary measure of the performance of real estate companies including an equity
REIT. The Company believes that FFO is helpful to investors as a measure of the
performance of an equity REIT because, along with cash flows from operating
activities, financing activities and investing activities, it provides investors
an understanding of the ability of the Company to incur and service debt and to
make capital expenditures. FFO in and of itself does not represent cash
generated from operating activities in accordance with accounting principles
generally accepted in the United States ("GAAP") and therefore should not be
considered an alternative to net income as an indication of the Company's
performance or to net cash flows from operating activities as determined by GAAP
as a measure of liquidity and is not necessarily indicative of cash available to
fund cash needs. The Company's calculation of FFO represents net income
available to Common Shares, excluding gains on dispositions of properties, gains
on early extinguishment of debt, and write-off of unamortized costs on
refinanced debt, plus depreciation on real estate assets, income allocated to
Minority Interests and amortization of deferred financing costs related to the
predecessor business. The Company's calculation of FFO may differ from the
methodology for calculating FFO utilized by other REIT's and, accordingly, may
not be comparable to such other REIT's. The Company will adopt, effective
January 1, 2000, the National Association of Real Estate Investment Trust's
("NAREIT") updated recommended definition of FFO as approved in the fourth
quarter of 1999.
All revenues are from external customers and no revenues are generated
from transactions with other segments. There are no tenants who contributed 10%
or more of the Company's total revenues during 1999, 1998 or 1997. Interest
expense on debt is not allocated to individual Properties, even if the
Properties secure such debt. Further, minority interest in consolidated
subsidiaries is not allocated to the Properties. There is no provision for
income taxes as the Company is organized as a REIT under the Internal Revenue
Code.
4. BUSINESS COMBINATIONS
In connection with the Wellsford Merger each outstanding common share
of beneficial interest of Wellsford was converted into .625 of a Common Share of
the Company. In addition, Wellsford's Series A Cumulative Convertible Preferred
Shares of Beneficial Interest were redesignated as the Company's 3,999,800
Series E Cumulative Convertible Preferred Shares of Beneficial Interest, $0.01
par value per share (the "Series E Preferred Shares") and Wellsford's Series B
Cumulative Redeemable Preferred Shares of Beneficial Interest were redesignated
as the Company's 2,300,000 9.65% Series F Cumulative Redeemable Preferred Shares
of Beneficial Interest, $0.01 par value per share (the "Series F Preferred
Shares").
On the Wellsford Closing Date, 72 Properties containing 19,004 units
and other related assets were acquired for a total purchase price of
approximately $1 billion. The purchase price consisted of 10.8 million common
shares of beneficial interest, $.01 par value per share ("Common Shares") issued
by the Company with a market value of $443.7 million, the liquidation value of
$157.5 million for the Series E Preferred
F-14
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
Shares and the Series F Preferred Shares, the assumption of mortgage
indebtedness and unsecured notes in the amount of $345 million, the assumption
of other liabilities of approximately $33.5 million and other merger related
costs of approximately $23.4 million.
On the EWR Closing Date, 53 Properties containing 15,331 units and
three Properties under construction or expansion containing 953 units and other
related assets were acquired for a total purchase price of approximately $1.2
billion. In connection with the EWR Merger, as of the EWR Closing Date, each
outstanding common share of beneficial interest of EWR was converted into .50 of
a Common Share of the Company. The purchase price consisted of 10.3 million
Common Shares issued by the Company with a total market value of approximately
$501.6 million, the assumption of EWR's minority interest with a market value of
approximately $107.3 million, the assumption of mortgage indebtedness and
unsecured notes in the amount of $498 million, the assumption of other
liabilities of approximately $28.2 million and other EWR Merger related costs of
approximately $16.7 million.
In connection with the MRY Merger, each outstanding common share of
beneficial interest of MRY was converted into 0.53 of a Common Share of the
Company. In addition, MRY spun-off certain assets and liabilities to Merry Land
Properties, Inc. ("MRYP Spinco"). As partial consideration for the transfer, the
Company extended a $25 million, one year, non-revolving loan to MRYP Spinco
pursuant to a Senior Debt Agreement. As of December 31, 1999, the debt agreement
was no longer outstanding.
In addition, MRY Series A Cumulative Convertible Preferred Shares of
Beneficial Interest were redesignated as the Company's 164,951 Series H
Cumulative Convertible Preferred Shares of Beneficial Interest, $0.01 par value
per share (the "Series H Preferred Shares"), the MRY Series B Cumulative
Convertible Preferred Shares of Beneficial Interest were redesignated as the
Company's 4,000,000 Series I Cumulative Convertible Preferred Shares of
Beneficial Interest, $0.01 par value per share (the "Series I Preferred
Shares"), the MRY Series C Cumulative Convertible Preferred Shares of Beneficial
Interest were redesignated as the Company's 4,599,400 Series J Cumulative
Convertible Preferred Shares of Beneficial Interest, $0.01 par value per share
(the "Series J Preferred Shares"), the MRY Series D Cumulative Redeemable
Preferred Shares of Beneficial Interest were redesignated as the Company's
1,000,000 Series K Cumulative Redeemable Preferred Shares of Beneficial
Interest, $0.01 par value per share (the "Series K Preferred Shares") and the
MRY Series E Cumulative Redeemable Preferred Shares of Beneficial Interest were
redesignated as the Company's 4,000,000 Series L Cumulative Redeemable Preferred
Shares of Beneficial Interest, $0.01 par value per share (the "Series L
Preferred Shares").
On the MRY Closing Date, 108 Properties containing 32,315 units, three
Properties under construction or expansion expected to contain 872 units, six
Additional Properties that represent an investment in six joint ventures
containing 1,297 units and other related assets were acquired for a total
purchase price of approximately $2.2 billion. The purchase price consisted of
21.8 million Common Shares issued by the Company with a market value of $1
billion, the assumption of MRY's minority interest with a market value of
approximately $40.2 million, the liquidation value of $369.1 million for the
Series H Preferred Shares, the Series I Preferred Shares, the Series J Preferred
Shares, the Series K Preferred Shares and the Series L Preferred Shares, the
assumption of mortgage indebtedness, unsecured notes and a line of credit in the
amount of $723.5 million, the assumption of other liabilities of approximately
$46.5 million and other merger related costs of approximately $51.9 million.
On the LFT Closing Date, 402 Properties containing 36,609 units and
other related assets were acquired for a total purchase price of approximately
$738 million. In connection with the LFT Merger, each outstanding common share
of beneficial interest of LFT was converted into 0.463 of a Common Share of the
Company. The purchase price consisted of 4.0 million Common Shares issued by the
Company with
F-15
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
a market value of $181.1 million, the assumption of mortgage indebtedness, a
term loan and a line of credit in the amount of $528.3 million, the acquisition
of other assets of approximately $40.9 million, the assumption of other
liabilities of approximately $25.3 million and other merger related costs of
approximately $24.5 million.
All of the amounts stated in the previous paragraph are based on
management's current best estimates, which are subject to adjustment within one
year of the respective closing dates.
5. SHAREHOLDERS' EQUITY AND MINORITY INTERESTS
The following table presents the changes in the Company's issued and
outstanding Common Shares for the years ended December 31, 1999, 1998 and 1997:
---------------------------------------------------- -------------- -------------- --------------
1999 1998 1997
---------------------------------------------------- -------------- -------------- --------------
Common Shares outstanding at January 1, 118,230,009 89,085,265 51,154,836
COMMON SHARES ISSUED:
Conversion of LFT common shares 4,018,717 -- --
January 1998 Common Share Offering -- 4,000,000 --
February 1998 Common Share Offerings -- 1,988,340 --
March 1998 Common Share Offering -- 495,663 --
April 1998 Common Share Offering -- 946,565 --
Conversion of MRY common shares -- 21,801,612 --
March 1997 Common Share Offerings -- -- 1,921,000
June 1997 Common Share Offerings -- -- 8,992,023
September 1997 Common Share Offering -- -- 498,000
October 1997 Common Share Offering -- -- 3,315,500
December 1997 Common Share Offerings -- -- 1,204,018
Conversion of Wellsford common shares -- -- 10,823,016
Conversion of EWR common shares -- -- 10,288,583
Conversion of Series E Preferred Shares 1,669 834 723
Conversion of Series H Preferred Shares 6,580 6,078 --
Conversion of all Series I Preferred Shares 2,566,797 -- --
Conversion of Series J Preferred Shares 122 -- --
Employee Share Purchase Plan 147,885 93,521 84,183
Dividend Reinvestment - DRIP Plan 36,132 10,230 --
Share Purchase - DRIP Plan 22,534 1,023,184 --
Exercise of options 1,013,192 431,174 180,138
Restricted share grants, net 306,500 59,060 28,246
Conversion of OP Units 1,217,821 640,337 582,185
Profit-sharing/401(k) Plan contribution 30,260 15,980 13,140
COMMON SHARES OTHER:
Common Shares repurchased and retired (148,453) (2,367,400) --
Common Shares other 1,033 (434) (326)
---------------------------------------------------- -------------- -------------- --------------
COMMON SHARES OUTSTANDING AT DECEMBER 31, 127,450,798 118,230,009 89,085,265
---------------------------------------------------- -------------- -------------- --------------
On February 3, 1998, the Company filed with the SEC a Form S-3
Registration Statement to register $1 billion of equity securities. The SEC
declared this registration statement effective on February 27, 1998. In
addition, the Company carried over $272 million related to the registration
statement effective on August 4, 1997. As of December 31, 1999, $1.1 billion
remained outstanding under this registration statement.
F-16
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
The equity positions of various individuals and entities that
contributed their properties to the Operating Partnership in exchange for a
partnership interest are collectively referred to as the "Minority Interests".
As of December 31, 1999 and 1998, the Minority Interests held 12,483,742 and
13,187,929 OP Units, respectively. As a result, the Minority Interests had an
8.92% and 10.04% interest in the Operating Partnership at December 31, 1999 and
1998, respectively. Assuming conversion of all OP Units into Common Shares,
total Common Shares outstanding at December 31, 1999 and 1998 would have been
139,934,540 and 131,417,938, respectively.
Net proceeds from the Company's Common Share and Preferred Share
offerings are contributed by the Company to the Operating Partnership in return
for an increased ownership percentage and are treated as capital transactions in
the Company's Consolidated Financial Statements. As a result, the net offering
proceeds from Common Shares are allocated between shareholders' equity and
Minority Interests to account for the change in their respective percentage
ownership of the underlying equity of the Operating Partnership.
On October 12, 1999, the Company repurchased and retired 148,453 Common
Shares previously issued in connection with the LFT Merger. Various LFT
employees and trustees owned these Common Shares. The Company paid approximately
$6.3 million in connection therewith.
In connection with certain acquisitions during the year ended December
31, 1999, the Operating Partnership issued 28,795 Series A Junior Convertible
Preference Units and 7,367 Series B Junior Convertible Preference Units having a
combined value of approximately $3.0 million. These units ultimately will
convert to OP Units in accordance with the respective term sheet agreements. The
value of these preference units is included in Minority Interests in the
Consolidated Balance Sheets and the distributions incurred are included in
preferred distributions in the Consolidated Statements of Operations.
On September 27, 1999, EQR-Mosaic, L.L.C., a wholly-owned subsidiary of
the Operating Partnership, issued 800,000 units of 8.00% Series A Cumulative
Convertible Redeemable Preference Interests with an equity value of $40 million.
EQR-Mosaic LLC received $39 million in net proceeds from this transaction. The
liquidation value of these units is $50 per unit. The 800,000 units are
exchangeable into 800,000 shares of 8.00% Series M Cumulative Redeemable
Preferred Shares of Beneficial Interest of the Company. The Series M Preferred
Shares are not convertible to EQR Common Shares. Dividends for the Series A
Preference Interests or the Series M Preferred Shares are payable quarterly at
the rate of $4.00 per unit/share per year. The value of these preference
interests is included in Minority Interests in the Consolidated Balance Sheets
and the distributions incurred are included in preferred distributions in the
Consolidated Statements of Operations.
The declaration of trust of the Company provides that the Company may
issue up to 100,000,000 Preferred Shares with specific rights, preferences and
other attributes as the Board of Trustees may determine, which may include
preferences, powers and rights that are senior to the rights of holders of the
Company's Common Shares.
The following table presents the Company's issued and outstanding
Preferred Shares as of December 31, 1999 and 1998:
F-17
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
- ------------------------------------------------------------------- ------------- ----------- -----------
ANNUAL
DIVIDEND
REDEMPTION CONVERSION RATE PER
DATE (1) (2) RATE (2) SHARE (3)
- ------------------------------------------------------------------- ------------- ----------- -----------
Preferred Shares of beneficial interest, $.01 par value;
100,000,000 shares authorized:
9 3/8% Series A Cumulative Redeemable Preferred; liquidation 6/1/00 N/A $2.34375
value $25 per share; 6,120,000 shares issued and outstanding
at December 31, 1999 and December 31, 1998
9 1/8% Series B Cumulative Redeemable Preferred; liquidation 10/15/05 N/A $22.81252
value $250 per share; 500,000 shares issued and outstanding
at December 31, 1999 and December 31, 1998
9 1/8% Series C Cumulative Redeemable Preferred; liquidation 9/9/06 N/A $22.81252
value $250 per share; 460,000 shares issued and outstanding
at December 31, 1999 and December 31, 1998
8.60% Series D Cumulative Redeemable Preferred; liquidation 7/15/07 N/A $21.50000
value $250 per share; 700,000 shares issued and outstanding
at December 31, 1999 and December 31, 1998
Series E Cumulative Convertible Preferred; liquidation value 11/1/98 0.5564 $1.75000
$25 per share; 3,994,000 and 3,997,000 shares issued and
outstanding at December 31, 1999 and December 31, 1998,
respectively
9.65% Series F Cumulative Redeemable Preferred; liquidation 8/24/00 N/A $2.41250
value $25 per share; 2,300,000 shares issued and outstanding
at December 31, 1999 and December 31, 1998
7 1/4% Series G Convertible Cumulative Preferred; liquidation 9/15/02 4.2680 $18.12500
value $250 per share; 1,265,000 shares issued and
outstanding at December 31, 1999 and December 31, 1998
7.00% Series H Cumulative Convertible Preferred; liquidation 6/30/98 0.7240 $1.75000
value $25 per share; 147,452 and 156,551 shares issued and
outstanding at December 31, 1999 and December 31, 1998,
respectively
8.82% Series I Cumulative Convertible Preferred; liquidation 10/31/99 0.6417 $2.20500
value $25 per share; 0 and 4,000,000 shares issued and
outstanding at December 31, 1999 and December 31, 1998,
respectively (4)
8.60% Series J Cumulative Convertible Preferred; liquidation 3/31/00 0.6136 $2.15000
value $25 per share; 4,599,200 and 4,599,400 shares issued and
outstanding at December 31, 1999 and December 31, 1998,
respectively
8.29% Series K Cumulative Redeemable Preferred; liquidation 12/10/26 N/A $4.14500
value $50 per share; 1,000,000 shares issued and outstanding
at December 31, 1999 and December 31, 1998
7.625% Series L Cumulative Redeemable Preferred; liquidation 2/13/03 N/A $1.90625
value $25 per share; 4,000,000 shares issued and outstanding
at December 31, 1999 and December 31, 1998
- ------------------------------------------------------------------- ------------- ----------- -----------
- ------------------------------------------------------------------- ------------- ----------- -----------
- --------------------------------------------------------------------- ------------ --- ------------
DECEMBER DECEMBER
31, 31,
1999 1998
- --------------------------------------------------------------------- ------------ --- ------------
Preferred Shares of beneficial interest, $.01 par value;
100,000,000 shares authorized:
9 3/8% Series A Cumulative Redeemable Preferred; liquidation $ 153,000 $ 153,000
value $25 per share; 6,120,000 shares issued and outstanding
at December 31, 1999 and December 31, 1998
9 1/8% Series B Cumulative Redeemable Preferred; liquidation 125,000 125,000
value $250 per share; 500,000 shares issued and outstanding
at December 31, 1999 and December 31, 1998
9 1/8% Series C Cumulative Redeemable Preferred; liquidation 115,000 115,000
value $250 per share; 460,000 shares issued and outstanding
at December 31, 1999 and December 31, 1998
8.60% Series D Cumulative Redeemable Preferred; liquidation 175,000 175,000
value $250 per share; 700,000 shares issued and outstanding
at December 31, 1999 and December 31, 1998
Series E Cumulative Convertible Preferred; liquidation value 99,850 99,925
$25 per share; 3,994,000 and 3,997,000 shares issued and
outstanding at December 31, 1999 and December 31, 1998,
respectively
9.65% Series F Cumulative Redeemable Preferred; liquidation 57,500 57,500
value $25 per share; 2,300,000 shares issued and outstanding
at December 31, 1999 and December 31, 1998
7 1/4% Series G Convertible Cumulative Preferred; liquidation 316,250 316,250
value $250 per share; 1,265,000 shares issued and
outstanding at December 31, 1999 and December 31, 1998
7.00% Series H Cumulative Convertible Preferred; liquidation 3,686 3,914
value $25 per share; 147,452 and 156,551 shares issued and
outstanding at December 31, 1999 and December 31, 1998,
respectively
8.82% Series I Cumulative Convertible Preferred; liquidation - 100,000
value $25 per share; 0 and 4,000,000 shares issued and
outstanding at December 31, 1999 and December 31, 1998,
respectively (4)
8.60% Series J Cumulative Convertible Preferred; liquidation 114,980 114,985
value $25 per share; 4,599,200 and 4,599,400 shares issued and
outstanding at December 31, 1999 and December 31, 1998,
respectively
8.29% Series K Cumulative Redeemable Preferred; liquidation 50,000 50,000
value $50 per share; 1,000,000 shares issued and outstanding
at December 31, 1999 and December 31, 1998
7.625% Series L Cumulative Redeemable Preferred; liquidation 100,000 100,000
value $25 per share; 4,000,000 shares issued and outstanding
at December 31, 1999 and December 31, 1998
- --------------------------------------------------------------------- ------------ --- ------------
$ 1,310,266 $ 1,410,574
- --------------------------------------------------------------------- ------------ --- ------------
F-18
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
(1) On or after the redemption date, redeemable preferred shares
(Series A, B, C, D, F, K and L) may be redeemed for cash at
the option of the Company, in whole or in part, at a
redemption price equal to the liquidation price per share,
plus accrued and unpaid distributions, if any.
(2) On or after the redemption date, convertible preferred shares
(Series E, G, H, I & J) may be redeemed under certain
circumstances for cash or Common Shares at the option of the
Company, in whole or in part, at various redemption prices per
share based upon the contractual conversion rate, plus accrued
and unpaid distributions, if any. The conversion rate listed
for Series G is the Preferred Share rate and the equivalent
Depositary Share rate is 0.4268.
(3) Dividends on all series of Preferred Shares are payable
quarterly at various pay dates. Dividend rates listed for
Series B, C, D and G are Preferred Share rates. The equivalent
Depositary Share annual dividend rates are $2.281252,
$2.281252, $2.15 and $1.8125 per Series B, C, D and G
Depositary Share, respectively.
(4) During 1999, all of the Series I Preferred Shares were
converted into 2,566,797 Common Shares of the Company.
6. REAL ESTATE
The following table summarizes the carrying amounts for investment in
real estate as of December 31, 1999 and 1998 (AMOUNTS ARE IN THOUSANDS):
-------------------------------------- ----------------- --------------
1999 1998
-------------------------------------- ----------------- --------------
Land $ 1,550,378 $ 1,326,148
Buildings and Improvements 10,266,290 9,186,220
Furniture, Fixtures and Equipment 404,260 333,359
Construction in Progress 18,035 96,336
-------------------------------------- ----------------- --------------
Real Estate 12,238,963 10,942,063
Accumulated Depreciation (1,070,487) (718,491)
-------------------------------------- ----------------- --------------
Real Estate, net $11,168,476 $ 10,223,572
-------------------------------------- ----------------- --------------
The following table summarizes the carrying amounts for the real estate
held for disposition as of December 31, 1999 and 1998 (AMOUNTS ARE IN
THOUSANDS):
------------------------------------- -------------- --------------
1999 1998
------------------------------------- -------------- --------------
Land $ 2,383 $ 4,189
Buildings and Improvements 14,596 35,620
Furniture, Fixtures and Equipment 1,403 4,389
Construction in Progress -- --
------------------------------------- -------------- --------------
Real Estate 18,382 44,198
Accumulated Depreciation (5,514) (14,312)
------------------------------------- -------------- --------------
Real Estate Held for Disposition $ 12,868 $ 29,886
------------------------------------- -------------- --------------
In addition to the LFT Merger, during the year ended December 31, 1999,
the Company acquired the twenty-two Properties listed below, of which fourteen
were acquired from unaffiliated third parties and eight were acquired from an
affiliated party. In connection with certain of the acquisitions listed below,
the Company assumed and/or entered into new mortgage indebtedness of
approximately $69.9 million, issued OP Units having a value of approximately
$25.2 million and issued Junior Convertible Preference Units
F-19
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
having a value of approximately $3.0 million. The cash portion of these
transactions was funded primarily from proceeds received from the disposition of
certain properties, working capital and the Company's line of credit.
- --------------- ----------------------------------- --------------------------------- ------------ --------------
PURCHASE
PRICE
DATE NUMBER (IN
ACQUIRED PROPERTY LOCATION OF UNITS THOUSANDS)
- --------------- ----------------------------------- --------------------------------- ------------ --------------
01/22/99 Fireside Park Rockville, MD 236 $14,279
01/22/99 Mill Pond Glen Burnie, MD 240 11,745
01/28/99 Aspen Crossing Wheaton, MD 192 11,386
02/24/99 Copper Canyon Highlands Ranch, CO 222 16,200
03/04/99 Siena Terrace Lake Forest, CA 356 33,000
03/23/99 Greenbriar Kirkwood, MO 218 12,033
03/24/99 Fairland Gardens Silver Spring, MD 400 25,897
04/28/99 Pine Tree Club Wildwood, MO 150 7,988
04/28/99 Westbrooke Village I & II Manchester, MO 252 12,642
04/29/99 Brookside Frederick, MD 228 10,809
04/30/99 Skyview Rancho Santa Margarita, CA 260 21,800
05/20/99 Lincoln at Defoors Atlanta, GA 300 25,500
05/25/99 Rosecliff Quincy, MA 156 18,263
05/25/99 Canyon Crest Santa Clarita, CA 158 12,500
06/29/99 Greentree I Glen Burnie, MD 350 15,625
06/29/99 Greentree III Glen Burnie, MD 207 9,598
07/14/99 Brookdale Village Naperville, IL 252 19,600
07/29/99 Longfellow Place* Boston, MA 710 237,000
07/30/99 Greentree II Glen Burnie, MD 239 10,907
10/28/99 Granada Highlands Malden, MA 919 128,000
12/16/99 Bridgewater at Wells Crossing Orange Park, FL 288 15,500
12/22/99 Town Center Phase II Houston, TX 260 14,423
- --------------- ----------------------------------- --------------------------------- ------------ --------------
6,593 $684,695
- --------------- ----------------------------------- --------------------------------- ------------ --------------
* This acquisition also included approximately 264,000 square feet of office and
retail space and two parking garages.
In addition to the MRY Merger, during the year ended December 31, 1998,
the Company acquired 99 Properties, of which 96 were acquired from unaffiliated
third parties and 3 were acquired from an affiliated party. In connection with
certain of these acquisitions, the Company assumed and/or entered into mortgage
indebtedness of approximately $459.8 million, issued OP Units having a value of
approximately $165 million and issued Junior Convertible Preference Units having
a value of approximately $4.8 million. The cash portion of these transactions
was funded primarily from proceeds raised from the various capital transactions
as disclosed in Note 5 of the Notes to Consolidated Financial Statements, the
various debt offerings as disclosed in Note 12 of the Notes to Consolidated
Financial Statements, the Company's line of credit, proceeds received from the
disposition of certain Properties and working capital.
7. REAL ESTATE DISPOSITIONS
During the year ended December 31, 1999, the Company disposed of the
thirty-six Properties listed below to unaffiliated third parties. The Company
recognized a net gain for financial reporting purposes of
F-20
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
approximately $93.5 million. In connection with one of these dispositions, the
purchaser assumed the Company's mortgage indebtedness of approximately $12.5
million.
--------------- --------------------------------------- ------------------------- -------------- -----------------
DISPOSITION
DATE NUMBER PRICE
DISPOSED PROPERTY LOCATION OF UNITS (IN THOUSANDS)
--------------- --------------------------------------- ------------------------- -------------- -----------------
01/06/99 Fox Run Little Rock, AR 337 $10,623
01/06/99 Greenwood Forest Little Rock, AR 239 7,533
01/06/99 Walnut Ridge Little Rock, AR 252 7,943
01/06/99 Williamsburg Little Rock, AR 211 6,651
01/27/99 The Hawthorne Phoenix, AZ 276 20,500
03/02/99 The Atrium Durham, NC 208 10,750
03/24/99 Greenbriar Kirkwood, MO 218 12,525
05/06/99 Sandstone at Bear Creek Euless, TX 40 2,075
05/12/99 La Costa Brava/Cedar Cove Jacksonville, FL 464 17,650
05/18/99 Lands End Pacifica , CA 260 30,100
07/01/99 The Willows Knoxville, TN 250 11,950
07/26/99 Tivoli Lakes Club Deerfield Beach, FL 278 17,000
07/29/99 The Seasons Boise, ID 120 6,026
08/19/99 Kingswood Manor San Antonio, TX 129 3,800
08/19/99 Hampton Green San Antonio, TX 293 8,000
08/19/99 Trails End San Antonio, TX 308 9,100
08/19/99 Waterford San Antonio, TX 133 4,500
09/23/99 Southbank Mesa, AZ 113 4,550
09/30/99 Governor's Place Augusta, GA 190 5,500
09/30/99 Maxwell House Augusta, GA 216 3,500
10/14/99 Burn Brae Irving, TX 282 10,800
10/15/99 Casa Cordoba Tallahassee, FL 168 5,672
10/15/99 Casa Cortez Tallahassee, FL 66 2,228
11/18/99 Orchards of Landen Maineville, OH 312 19,100
11/23/99 Flying Sun Phoenix, AZ 108 5,100
12/15/99 Sleepy Hollow Kansas City, MO 388 18,050
12/15/99 Harbour Landing Corpus Christi, TX 284 9,500
12/15/99 Doral Louisville, KY 228 9,750
12/20/99 Villa Manana Phoenix, AZ 260 11,350
12/20/99 University Park Toledo, OH 99 2,050
12/20/99 Village of Hampshire Heights Toledo, OH 304 7,000
12/22/99 Superstition Vistas/Heritage Point Mesa, AZ 464 25,000
12/22/99 The Meadows Mesa, AZ 306 14,500
12/28/99 Metropolitan Park Seattle, WA 82 7,000
--------------- --------------------------------------- ------------------------- -------------- -----------------
7,886 $347,376
--------------- --------------------------------------- ------------------------- -------------- -----------------
In addition, during the year ended December 31, 1999, the Company also
sold its entire interest in six MRY joint venture properties (to MRYP Spinco)
containing 1,297 units for approximately $54.1 million.
F-21
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
8. COMMITMENTS TO ACQUIRE/DISPOSE OF REAL ESTATE
As of December 31, 1999, in addition to the Property that was
subsequently acquired as discussed in Note 23 of the Notes to Consolidated
Financial Statements, the Company entered into separate agreements to acquire
three multifamily properties containing 886 units from unaffiliated parties. The
Company expects a combined purchase price of approximately $126 million.
As of December 31, 1999, in addition to the Properties that were
subsequently disposed of as discussed in Note 23 of the Notes to Consolidated
Financial Statements, the Company entered into separate agreements to dispose of
fourteen multifamily properties containing 3,056 units to unaffiliated parties.
The Company expects a combined disposition price of approximately $138.9
million.
The closings of these pending transactions are subject to certain
contingencies and conditions; therefore, there can be no assurance that these
transactions will be consummated or that the final terms thereof will not differ
in material respects from those summarized in the preceding paragraphs.
9. INVESTMENT IN MORTGAGE NOTES, NET
In 1995, the Company made an $89 million investment in partnership
interests and subordinated mortgages collateralized by 21 of the Properties.
These 21 Properties consist of 3,896 units, located in California, Colorado, New
Mexico and Oklahoma. This included an $87.1 million investment in second and
third mortgages (net of an original discount of approximately $12.7 million to
their face amount), $1.6 million represented a one time payment for an interest
rate protection agreement and $0.3 million represented an investment for
primarily a 49.5% limited partnership interest in the title-holding entities. As
the Company does not control the general partners of the title-holding entities
and substantially all of the Company's investment is in second and third
mortgages (which are subordinate to first mortgages owned by third party
unaffiliated entities), the $87.1 million investment is accounted for as an
investment in mortgage notes. The $1.6 million payment made for the interest
rate protection agreement is included in deferred financing costs and is being
amortized over the term of the related debt.
As of December 31, 1999 and 1998, the second mortgage notes had a
combined principal balance of approximately $17.5 million and $21.7 million,
respectively, and currently accrue interest at a rate of 9.45% per annum,
receive principal amortization from excess cash flow and have a stated maturity
date of December 31, 2019. As of December 31, 1999 and 1998, the third mortgage
notes had a combined principal balance of approximately $71.1 million and $71.1
million, respectively, and currently accrue interest at a rate of 6.15% per
annum, plus up to an additional 3% per annum to the extent of available cash
flow. Contingent interest on the third mortgage notes is recognized to the
extent it is received. The third mortgage notes have a stated maturity of
December 31, 2024. Receipt of principal and interest on the second and third
mortgage notes is subordinated to the receipt of all interest on the first
mortgage notes. With respect to the discount on these notes, the unamortized
balance at December 31, 1999 and 1998 was $4.8 million and $6 million,
respectively. During 1999, 1998 and 1997, the Company amortized $1.2 million,
$3.0 million and $3.1 million, respectively, which is included in interest
income-investment in mortgage notes in the consolidated statements of
operations. This discount is being amortized utilizing the effective yield
method based on the expected life of the investment.
10. DEPOSITS-RESTRICTED
Deposits-restricted as of December 31, 1999 primarily included the
following:
F-22
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
- a deposit in the amount of $25 million held in a third party
escrow account to provide collateral for third party construction
financing in connection with two separate joint venture
agreements;
- approximately $48.9 million was held in third party escrow
accounts, representing proceeds received in connection with the
Company's disposition of three properties and earnest money
deposits made for one additional acquisition;
- approximately $29.9 million was for tenant security, utility
deposits, and other deposits for certain of the Company's
Properties; and
- approximately $7.5 million of other deposits.
Deposits-restricted as of December 31, 1998 primarily included the
following:
- a deposit in the amount of $20 million held in a third party
escrow account to provide collateral for third party construction
financing in connection with the Joint Venture Agreement;
- approximately $22.2 million held in third party escrow accounts
representing proceeds received in connection with the Company's
disposition of four properties;
- approximately $15.3 million for tenant security and utility
deposits for certain of the Company's
Properties; and
- approximately $11.8 million of other deposits.
11. MORTGAGE NOTES PAYABLE
As of December 31, 1999, the Company had outstanding mortgage
indebtedness of approximately $2.9 billion encumbering 545 of the Properties.
The carrying value of such Properties (net of accumulated depreciation of $416
million) was approximately $4.7 billion. The mortgage notes payables are
generally due in monthly installments of principal and interest.
During the year ended December 31, 1999 the Company:
- as part of the LFT Merger, assumed the outstanding mortgage
balances on 342 Properties in the aggregate amount of $499.7
million;
- assumed the outstanding mortgage balances on eight additional
properties acquired during 1999 in the aggregate amount of $69.9
million;
- repaid the outstanding mortgage balances on 31 Properties in the
aggregate amount of $60.8 million. In connection with the above
transactions, the Company incurred prepayment penalties of $0.5
million, which have been classified as losses on early
extinguishment of debt;
- refinanced the debt on four existing properties totaling $44.9
million with new mortgage indebtedness totaling $62.9 million;
- obtained new mortgage financing on eleven previously unencumbered
properties in the amount of $126.5 million;
- refinanced the debt totaling $120.8 million on ten existing
properties. In addition, five previously unencumbered properties
cross-collateralize each of the new mortgage notes;
- refinanced the debt on two existing properties and consequently
sold its lender position to a third party, thus receiving
additional net cash proceeds of approximately $2.6 million. The
bond indebtedness on these two properties is now unsecured and
is classified as notes, net at December 31, 1999;
- refinanced the debt on one existing property and consequently sold
its lender position to
F-23
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
a third party, thus receiving additional cash proceeds of
approximately $13.7 million; and
- sold the debt on one property totaling $12.5 million in
conjunction with a real estate disposition.
As of December 31, 1999, scheduled maturities for the Company's
outstanding mortgage indebtedness are at various dates through October 1, 2033.
The interest rate range on the Company's mortgage debt was 4.00% to 10.13% at
December 31, 1999. During the year ended December 31, 1999, the effective
interest cost on all of the Company's debt was 7.05%.
Aggregate payments of principal on mortgage notes payable for each of
the next five years and thereafter are as follows (amounts in thousands):
---------------------------------------------------
YEAR TOTAL
---------------------------------------------------
2000 $ 49,588
2001 349,223
2002 249,458
2003 97,351
2004 171,597
Thereafter 1,962,966
Net Unamortized Premiums 3,400
---------------------------------------------------
Total $2,883,583
---------------------------------------------------
During the year ended December 31, 1998, the Company repaid the
outstanding mortgage balances on nine Properties in the aggregate amount of
$63.8 million.
As of December 31, 1998, the Company had outstanding mortgage
indebtedness of approximately $2.3 billion encumbering 216 of the Properties.
The carrying value of such Properties (net of accumulated depreciation of $250
million) was approximately $3.8 billion. The mortgage notes payables are
generally due in monthly installments of principal and interest. In connection
with the Properties acquired during the year ended December 31, 1998, including
the effects of the MRY Merger, the Company assumed the outstanding mortgage
balances on 58 Properties in the aggregate amount of $608.9 million, which
includes a premium of approximately $1.5 million recorded in connection with the
MRY Merger.
As of December 31, 1998, scheduled maturities for the Company's
outstanding mortgage indebtedness are at various dates through October 1, 2033.
The interest rate range on the Company's mortgage debt was 3.00% to 10.00% at
December 31, 1998. During the year ended December 31, 1998, the effective
interest cost on all of the Company's debt was 7.10%.
The Company has, from time to time, entered into interest rate
protection agreements (financial instruments) to reduce the potential impact of
increases in interest rates but believes it has limited exposure to the extent
of non-performance by the counterparties of each protection agreement since each
counterparty is a major U.S. financial institution, and the Company does not
anticipate their non-performance. No such financial instrument has been used for
trading purposes.
Concurrent with the refinancing of certain tax-exempt bonds and as a
requirement of the credit provider of the bonds, the Financing Partnership,
which owns certain of the Properties, entered into interest rate protection
agreements, which were assigned to the credit provider as additional security.
The Financing Partnership pays interest based on a fixed interest rate and the
counterparty of the agreement pays interest to
F-24
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
the Company at a floating rate that is calculated based on the Public Securities
Association Index for municipal bonds ("PSA Municipal Index"). As of December
31, 1999, the aggregate notional amounts of these agreements were approximately
$133.4 million, $27.7 million, $9.1 million. As of December 31, 1998, the
aggregate notional amounts of these agreements were approximately $135.1
million, $28.0 million and $9.2 million. The fixed interest rates for these
agreements were 4.81%, 4.528% and 4.90%. The termination dates are October 1,
2003, January 1, 2004 and April 1, 2004.
The Company simultaneously entered into substantially identical reverse
interest rate protection agreements. Under these agreements the Company pays
interest monthly at a floating rate based on the PSA Municipal Index and the
counterparty pays interest to the Company based on a fixed interest rate. As of
December 31, 1999, the aggregate notional amounts of these agreements were
approximately $133.4 million, $27.7 million, $9.1 million. As of December 31,
1998, the aggregate notional amounts of these agreements were approximately
$135.1 million, $28.0 million and $9.2 million. The fixed interest rates
received by the Company in exchange for paying interest based on the PSA
Municipal Index for these agreements were 4.74%, 4.458% and 4.83%. The
termination dates are October 1, 2003, January 1, 2004 and April 1, 2004.
Collectively, these agreements effectively cost the Company 0.07% per annum on
the current outstanding aggregate notional amount.
The Company also has an interest rate swap agreement for a notional
amount of $228 million, for which it will receive payments if the PSA index
exceeds 8.00%, that terminates on December 1, 2000. Any payments by the
counterparty under this agreement have been collaterally assigned to the
provider of certain sureties related to the tax-exempt bonds secured by certain
of its Properties. The Company has no payment obligations to the counterparty
with respect to this agreement.
In May 1998, the Company entered into an interest rate protection
agreement to effectively fix the interest rate upon its refinancing of the Evans
Withycombe Financing Limited Partnership indebtedness to within a range of 5.6%
to 6.0%. The agreement was for a notional amount of $131 million with a
settlement date of August 2001. There was no initial cost to the Company for
entering into this agreement.
In August 1998, the Company entered into an interest rate protection
agreement to effectively fix the interest rate cost of the Company's planned
financing in the fourth quarter of 1998. This agreement was canceled in November
1998 at a cost of approximately $3.7 million. This cost is being amortized over
the life of the financing for the fifteen previously unencumbered Properties
that occurred in November 1998.
In August 1998, the Company entered into an interest rate swap
agreement that fixed the Company's interest rate risk on a portion of the
Operating Partnership's variable rate tax-exempt bond indebtedness at a rate of
3.65125%. This agreement was for a notional amount of $150 million with a
termination date of August 2003.
In August 1998, the Company entered into an interest rate swap
agreement that fixed the Company's interest rate risk on a portion of the
Operating Partnership's variable rate tax-exempt bond indebtedness at a rate of
3.683%. This agreement was for a notional amount of $150 million with a
termination date of August 2005.
In October 1999, the Company settled on a $50 million treasury lock and
received $1.38 million. This settlement is being amortized over the life of the
financing for the eleven previously unencumbered Properties that occurred in
July 1999.
The Company believes that it has limited exposure to the extent of
non-performance by the
F-25
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
counterparties of the agreements, mentioned in the previous paragraphs, since
each counterparty is a major U.S. financial institution, and the Company does
not anticipate their non-performance.
The fair value of these instruments, discussed above, as of December
31, 1999 approximates their carrying or contract values.
12. NOTES
The following tables summarize the Company's unsecured note balances and
certain interest rate and maturity date information as of and for the years
ended December 31, 1999 and 1998, respectively:
Weighted
December 31, 1999 Net Principal Interest Rate Average Maturity
(AMOUNTS ARE IN THOUSANDS) Balance Ranges Interest Rate Date Ranges
- ------------------------------------------------------------------------------------------------------------------
Fixed Rate Public Notes $ 2,062,759 6.150% - 9.375% 6.98% 2000 - 2026
Floating Rate Public Notes 99,746 (1) 5.81% 2003
Fixed Rate Tax-Exempt Bonds 127,780 4.750% - 5.200% 4.99% 2024 - 2029
-------------------
Totals $ 2,290,285
===================
(1) As of December 31, 1999, floating rate public notes consisted of one
note. The interest rate on this note was LIBOR (reset quarterly) plus a
spread equal to 0.75% at December 31, 1999 (reset annually in August).
Weighted
December 31, 1999 Net Principal Interest Rate Average Maturity
(AMOUNTS ARE IN THOUSANDS) Balance Ranges Interest Rate Date Ranges
- ------------------------------------------------------------------------------------------------------------------
Fixed Rate Public Notes $ 1,889,241 6.150% - 9.375% 7.36% 1999 - 2026
Floating Rate Public Notes 124,675 (2) 6.14% 1999 - 2003
Fixed Rate Tax-Exempt Bonds 35,600 4.750% 4.750% 2024
-------------------
Totals $ 2,049,516
===================
(2) As of December 31, 1998, floating rate public notes consisted of two
separate notes. The interest rate on the first note was LIBOR (reset
quarterly) plus a spread equal to 0.45% at December 31, 1998 (reset
annually in August). The interest rate on the second note was LIBOR
(reset quarterly) plus a spread equal to 0.32% at December 31, 1998.
As of December 31, 1999, the Company had outstanding unsecured notes of
approximately $2.3 billion net of a $4.6 million discount and including a $7.1
million premium.
As of December 31, 1998, the Company had outstanding unsecured notes of
approximately $2.0 billion net of a $5.3 million discount and including a $9.2
million premium.
On February 3, 1998, the Operating Partnership filed a Form S-3
Registration Statement to register $1 billion of debt securities. The SEC
declared this registration statement effective on February 27, 1998. As of
December 31, 1999, $430 million remained outstanding under this registration
statement.
F-26
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
During the year ended December 31, 1999, the Company:
- issued $300 million of redeemable unsecured fixed rate notes (the
"June 2004 Notes") in connection with the Debt Shelf
Registration in a public debt offering (the "Ninth Public Debt
Offering"). The June 2004 Notes were issued at a discount, which
is being amortized over the life of the notes on a straight-line
basis. As of December 31, 1999, the unamortized discount balance
was approximately $0.2 million. The June 2004 Notes are due June
23, 2004. The annual interest rate on the June 2004 Notes is
7.10%, which is payable semiannually in arrears on December 23
and June 23, commencing December 23, 1999. The Operating
Partnership received net proceeds of approximately $298.0
million in connection with this issuance;
- repaid its $125 million fixed rate notes that matured on May 15,
1999 and its $25 million floating rate notes that matured on
November 24, 1999;
- refinanced the bond indebtedness collateralized by four existing
properties. The bond indebtedness on all four properties totaling
$75.8 million is now unsecured;
- pursuant to the LFT Merger, assumed an unsecured term note in the
approximate amount of $2.3 million and paid it off the same day;
and
- refinanced the bond indebtedness collateralized by two existing
properties. The bond indebtedness on both properties totaling
$16.4 million is now unsecured.
Aggregate payments of principal on unsecured notes payable for each of
the next five years and thereafter are as follows (amounts in thousands):
-----------------------------------------------------
YEAR TOTAL
-----------------------------------------------------
2000 $ 200,000
2001 150,000
2002 265,000
2003 190,000
2004 415,000
Thereafter 1,067,780
Net Unamortized Premiums 7,056
Net Unamortized Discounts (4,551)
-----------------------------------------------------
Total $2,290,285
=====================================================
As of December 31, 1999 and 1998, the remaining unamortized balance of
deferred settlement receipts from treasury locks and interest rate protection
agreements was $9.5 million and $8.8 million, respectively.
As of December 31, 1999 and 1998, the remaining unamortized balance of
deferred settlement payments on treasury locks and interest rate protection
agreements was $3.7 million and $5.4 million, respectively.
In regard to the interest rate protection agreements mentioned, the
Company believes that it has limited exposure to the extent of non-performance
by the counterparties of each agreement since each counterparty is a major U.S.
financial institution, and the Company does not anticipate their
non-performance.
F-27
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
13. LINES OF CREDIT
On August 12, 1999 the Company obtained a new three year $700 million
unsecured revolving credit facility, with Bank of America Securities LLC and
Chase Securities Inc. acting as joint lead arrangers, maturing August 11, 2002.
The new line of credit replaced the Company's $500 million unsecured revolving
credit facility, as well as the $120 million unsecured revolving credit facility
which the Company assumed in the MRY Merger. The prior existing revolving credit
facilities were repaid in full and terminated upon the closing of the new
facility. Advances under the credit facility bear interest at variable rates
based upon LIBOR at various interest periods, plus a certain spread dependent
upon the Company's credit rating. As of December 31, 1999 and 1998, $300 million
and $290 million, respectively, was outstanding and $65.8 million and $12
million, respectively, was restricted on the lines of credit. During the years
ended December 31, 1999 and 1998, the weighted average interest rate was 6.42%
and 6.47%, respectively.
Pursuant to the LFT Merger, the Company assumed a line of credit that
had an outstanding balance of approximately $26.4 million. On October 1, 1999,
the Company repaid the outstanding balance and terminated this facility.
14. CALCULATION OF NET INCOME PER WEIGHTED AVERAGE COMMON SHARE
The following tables set forth the computation of net income per share
- - basic and net income per share - diluted.
F-28
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
YEAR ENDED DECEMBER 31,
------------------------------------------------
1999 1998 1997
------------------------------------------------
(AMOUNTS IN THOUSANDS EXCEPT PER SHARE AMOUNTS)
NUMERATOR:
Income before gain on disposition of properties, net,
extraordinary item, allocation of income to
Minority Interests and preferred distributions $ 330,333 $ 255,032 $ 176,014
Allocation of income to Minority Interests (29,536) (18,529) (13,260)
Distributions to preferred shareholders (113,196) (92,917) (59,012)
-------------- --------------- -------------
Income before gain on disposition of properties, net
and extraordinary item 187,601 143,586 103,742
Gain on disposition of properties, net 93,535 21,703 13,838
Loss on early extinguishment of debt (451) -- --
-------------- --------------- -------------
Numerator for net income per share - basic 280,685 165,289 117,580
Effect of dilutive securities:
Allocation of income to Minority Interests 29,536 18,529 13,260
-------------- --------------- -------------
Numerator for net income per share - diluted $ 310,221 $ 183,818 $130,840
============== =============== =============
DENOMINATOR:
Denominator for net income per share - basic 122,175 100,370 65,729
Effect of dilutive securities:
Contingent incremental employee share options 654 865 1,099
OP Units 12,826 11,343 7,453
-------------- --------------- -------------
Denominator for net income per share - diluted 135,655 112,578 74,281
============== =============== =============
Net income per share - basic $ 2.30 $ 1.65 $ 1.79
============== =============== =============
Net income per share - diluted $ 2.29 $ 1.63 $ 1.76
============== =============== =============
F-29
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
YEAR ENDED DECEMBER 31,
-----------------------------------------------
1999 1998 1997
-----------------------------------------------
(AMOUNTS IN THOUSANDS EXCEPT PER SHARE AMOUNTS)
NET INCOME PER SHARE - BASIC:
Income before gain on disposition of properties, net and
extraordinary item per share - basic $ 1.61 $ 1.45 $ 1.60
Gain on disposition of properties, net 0.69 0.20 0.19
Loss on early extinguishment of debt - - -
------------- -------------- --------------
Net income per share - basic $ 2.30 $ 1.65 $ 1.79
============= ============== ==============
NET INCOME PER SHARE - DILUTED:
Income before gain on disposition of properties, net and
extraordinary item per share - diluted $ 1.60 $ 1.44 $ 1.58
Gain on disposition of properties, net 0.69 0.19 0.18
Loss on early extinguishment of debt - - -
------------- -------------- --------------
Net income per share - diluted $ 2.29 $ 1.63 $ 1.76
============= ============== ==============
FOR ADDITIONAL DISCLOSURES REGARDING THE EMPLOYEE SHARE OPTIONS, SEE NOTE 16.
CONVERTIBLE PREFERRED SHARES AND JUNIOR CONVERTIBLE PREFERENCE UNITS THAT
COULD BE CONVERTED INTO 12,023,051, 8,739,688 AND 2,763,898 WEIGHTED COMMON
SHARES FOR THE YEARS ENDED DECEMBER 31, 1999, 1998 AND 1997, RESPECTIVELY,
WERE OUTSTANDING BUT WERE NOT INCLUDED IN THE COMPUTATION OF DILUTED EARNINGS
PER SHARE BECAUSE THE EFFECTS WOULD BE ANTI-DILUTIVE.
15. SUMMARIZED PRO FORMA CONDENSED STATEMENT OF OPERATIONS
The following Summarized Pro Forma Condensed Statement of Operations
has been prepared as if the following had occurred on January 1, 1999 (as
described in Note 4, Note 5, Note 6, Note 7, Note 11 and Note 12 of Notes to
Consolidated Financial Statements):
- the acquisition of the 402 LFT properties containing 36,609 units
and other related assets for a total purchase price of
approximately $738 million;
- the acquisition of an additional 22 Properties, including the
related assumption of $69.9 million of mortgage indebtedness, the
issuance of Junior Convertible Preference Units with a value of
$3.0 million and the issuance of OP Units with a value of $25.2
million;
- the disposition of 36 properties;
- the $300 million public debt offering in June 1999;
- the repayment of the 1999 Notes totaling $125 million;
- the repayment of the 1999-A Medium Term Notes totaling $25
million;
- the repayment of LFT's unsecured term note and line of credit
totaling $28.6 million;
- the repayment of the outstanding mortgage balances on 31
properties totaling $60.8 million;
- the mortgage financing of eleven previously unencumbered
Properties for $126.5 million;
- the mortgage refinancing of eight properties increasing mortgage
indebtedness by $21.8 million (net);
F-30
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
- the issuance of the 800,000 units of 8.00% Series A Cumulative
Convertible Redeemable Preference Interests; and
- the conversion of all of the Series I Preferred Shares to
2,566,797 Common Shares during 1999.
This would result in 126,417,761 Common Shares outstanding on January
1, 1999. In management's opinion, the Summarized Pro Forma Condensed Statement
of Operations does not purport to present what actual results would have been
had the above transactions occurred on January 1, 1999, or to project results
for any future period. The amounts presented in the following statement are in
thousands except for per share amounts:
SUMMARIZED PRO FORMA
CONDENSED STATEMENT
OF OPERATIONS
FOR THE YEAR ENDED
DECEMBER 31, 1999
------------------------------------------------------------------ -----------------------------------
Total revenues $ 1,883,294
---------
Total expenses 1,547,363
---------
Income before allocation to Minority Interests 335,931
---------
Net income 315,016
Preferred distributions 112,313
---------
Net income available for Common Shares $ 202,703
=========
Net income per Common Share $ 1.60
=========
16. SHARE OPTION AND SHARE AWARD PLAN
Pursuant to the Company's Fifth Amended and Restated 1993 Share Option
and Share Award Plan (the "Fifth Amended Option and Award Plan"), officers,
directors, key employees and consultants of the Company may be offered the
opportunity to acquire Common Shares through the grant of share options
("Options") including non-qualified share options ("NQSOs"), incentive share
options ("ISOs") and share appreciation rights ("SARs") or may be granted
restricted or non-restricted shares. Additionally, under the Fifth Amended
Option and Award Plan, officers and key employees of the Company may be awarded
Common Shares, subject to conditions and restrictions as described in the Fifth
Amended Option and Award Plan. Options and SARs are sometimes referred to herein
as "Awards".
As to the Options that have been granted through December 31, 1999,
generally, one-third are exercisable one year after the initial grant, one-third
are exercisable two years following the date such Options were granted and the
remaining one-third are exercisable three years following the date such Options
were granted. As to the restricted shares that have been awarded through
December 31, 1999, these shares fully vest three years from the award date.
During the three year period of restriction, the employee receives quarterly
dividend payments on their shares. If employment is terminated prior to the
lapsing of the restriction, the shares are canceled.
The Company has reserved 12,500,000 Common Shares for issuance under
the Fifth Amended Option and Award Plan. The Options generally are granted at
the fair market value of the Company's
F-31
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
Common Shares at the date of grant, vest over a three year period, are
exercisable upon vesting and expire ten years from the date of grant. The
exercise price for all Options under the Fifth Amended Option and Award Plan
shall not be less than the fair market value of the underlying Common Shares at
the time the Option is granted. The Fifth Amended Option and Award Plan will
terminate at such time as no further Common Shares are available for issuance
upon the exercise of Options and all outstanding Options have expired or been
exercised. The Board of Trustees may at any time amend or terminate the Fifth
Amended Option and Award Plan, but termination will not affect Awards previously
granted. Any Options, which had vested prior to such a termination, would remain
exercisable by the holder thereof.
Pursuant to the MRY Merger, the Company assumed MRY's Stock Option and
Incentive Plan, which included existing options granted by MRY prior to the MRY
Merger. As to the Options that have been granted through October 18, 1998,
generally, one-fifth are exercisable one year after the initial grant, one-fifth
are exercisable two years following the date such Options were granted,
one-fifth are exercisable three years following the date such Options were
granted, one-fifth are exercisable four years following the date such Options
were granted and the remaining one-fifth are exercisable five years following
the date such Options were granted.
The Company will not issue common shares under the MRY Stock Option and
Incentive Plan. The Options already granted under the plan were assumed with the
original grant dates. The number of original MRY Options and the original MRY
grant prices were converted to the Company's equivalent using a conversion ratio
of 0.54. They will vest over a five-year period, are exercisable upon vesting
and expire ten years from the date of grant. The MRY Stock Option and Incentive
Plan will terminate at such time all outstanding Options have expired or been
exercised. Any Options, which had vested prior to such assumption, would remain
exercisable by the holder thereof.
Pursuant to the LFT Merger, the Company assumed LFT's Incentive Equity
Plan, which included existing options granted by LFT prior to the LFT Merger. As
to the Options that were granted by LFT from January 1, 1999 through September
30, 1999, generally, one-third are exercisable one year after the initial grant,
one-third are exercisable two years following the date such Options were granted
and the remaining one-third are exercisable three years following the date such
Options were granted.
The Company will not issue common shares under the LFT Incentive Equity
Plan. The Options already granted under the plan were assumed with the original
grant dates. The number of original LFT Options and the original LFT grant
prices were converted to the Company's equivalent using a conversion ratio of
0.463. The Options granted through December 31, 1998 vested immediately upon
closing of the LFT Merger and are exercisable and expire ten years from the date
of grant. The LFT Incentive Equity Plan will terminate at such time all
outstanding Options have expired or been exercised. Any Options, which had
vested prior to such assumption, would remain exercisable by the holder thereof.
The Company has elected to apply the provisions of Accounting
Principles Board Opinion No. 25, ACCOUNTING FOR STOCK ISSUED TO EMPLOYEES ("APB
No. 25"), in the computation of compensation expense. Under APB No. 25's
intrinsic value method, compensation expense is determined by computing the
excess of the market price of the shares over the exercise price on the
measurement date. For the Company's share options, the intrinsic value on the
measurement date (or grant date) is zero, and no compensation expense is
recognized. FASB Statement of Financial Accounting Standards No. 123, ACCOUNTING
FOR STOCK-BASED COMPENSATION ("Statement No. 123"), requires the Company to
disclose pro forma net income and income per share as if a fair value based
accounting method had been used in the computation of compensation expense. The
fair value of the options computed under Statement No. 123 would be recognized
over the vesting period of the options. The fair value for the Company's options
was estimated at the time the
F-32
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
options were granted using the Black Scholes option pricing model with the
following weighted-average assumptions for 1997, 1998 and 1999, respectively:
risk-free interest rates of 6.33%, 5.37% and 5.84%; dividend yields of 5.32%,
5.98% and 6.89%; volatility factors of the expected market price of the
Company's Common Shares of 0.218, 0.212 and 0.209; and a weighted-average
expected life of the option of seven years.
The Black-Scholes option valuation model was developed for use in
estimating the fair value of traded options that have no vesting restrictions
and are fully transferable. In addition, option valuation models require the
input of highly subjective assumptions including the expected stock price
volatility. Because the Company's Options have characteristics significantly
different from those of traded options, and because changes in the subjective
input assumptions can materially affect the fair value estimate, in management's
opinion, the existing models do not necessarily provide a reliable single
measure of the fair value of its Options.
For purposes of pro forma disclosures, the estimated fair value of the
Options is amortized to expense over the Options' vesting period. The following
is the pro forma information for the three years ended December 31, 1999, 1998
and 1997 (unaudited):
--------------------------------------------------------------- ----------------- -------------- --------------
1999 1998 1997
--------------------------------------------------------------- ----------------- -------------- --------------
Pro forma net income available to
Common Shares $ 270,947 $ 155,318 $ 112,156
Pro forma income per weighted Average
Common Share Outstanding $ 2.22 $ 1.55 $ 1.71
--------------------------------------------------------------- ----------------- -------------- --------------
The table below summarizes the Option activity of the Fifth Amended
Option and Award Plan, the MRY Stock Option and Incentive Plan and the LFT Stock
Option Plan for the three years ended December 31, 1999, 1998 and 1997:
F-33
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
COMMON WEIGHTED AVERAGE EXERCISE
SHARES SUBJECT TO OPTIONS PRICE
OR AWARDS PER COMMON SHARE
- ------------------------------------------ --------------------------- ---------------------------
Balance at December 31, 1996 2,330,263 $28.75
Options granted 2,035,211 $44.03
Options exercised (180,138) $27.78
Options cancelled (95,013) $36.88
- ------------------------------------------ --------------------------- ---------------------------
Balance at December 31, 1997 4,090,323 $36.21
Options granted 1,964,550 $50.31
MRY Options granted (assumed) 925,830 $38.53
Options exercised (194,021) $29.20
MRY Options exercised (237,153) $37.22
Options cancelled (327,069) $47.21
- ------------------------------------------ --------------------------- ---------------------------
Balance at December 31, 1998 6,222,460 $40.61
Options granted 1,485,903 $40.68
LFT Options granted (assumed) 82,466 $31.43
Options exercised (575,865) $28.87
MRY Options exercised (435,429) $38.21
LFT Options exercised (1,898) $36.90
Options cancelled (268,762) $45.93
MRY Options cancelled (140,010) $41.78
LFT Options cancelled (2,819) $23.31
- ------------------------------------------ --------------------------- ---------------------------
Balance at December 31, 1999 6,366,046 $41.48
As of December 31, 1999, 1998 and 1997, 3,266,759 shares, 2,841,111
shares and 1,330,150 shares were exercisable, respectively. Exercise prices for
Options outstanding as of December 31, 1999 ranged from $26 to $54.8125 for the
Fifth Amended Option and Award Plan, $15.28 to $41.85 for the MRY Stock Option
and Incentive Plan and $2.83 to $48.60 for the LFT Stock Option Plan. Expiration
dates ranged from August 11, 2003 to November 8, 2009. The remaining
weighted-average contractual life of those Options was 7.3 years. The
weighted-average grant date fair value of Options granted during 1999, 1998 and
1997 was $4.43, $6.28 and $7.37, respectively.
17. EMPLOYEE SHARE PURCHASE PLAN
Under the Company's Employee Share Purchase Plan certain eligible
officers, trustees and employees of the Company may annually acquire up to
$100,000 of Common Shares of the Company. The aggregate number of Common Shares
available under the Employee Share Purchase Plan shall not exceed 1,000,000,
subject to adjustment by the Board of Trustees. The Common Shares may be
purchased quarterly at a price equal to 85% of the lesser of: (a) the closing
price for a share on the last day of such quarter; and (b) the greater of: (i)
the closing price for a share on the first day of such quarter, and (ii) the
average closing price for a share for all the business days in the quarter.
During 1997, the Company issued 84,183 Common Shares at net prices that ranged
from $35.63 per share to $42.08 per share and raised approximately $3.2 million
in connection therewith. During 1998, the Company issued 93,521 Common Shares at
net prices that ranged from $35.70 per share to $42.71 per share and raised
approximately $3.7 million in connection therewith. During 1999, the Company
issued 147,885 Common Shares at net prices that ranged from $34.37 per share to
$36.71 per share and raised approximately $5.2 million in connection therewith.
F-34
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
18. DISTRIBUTION REINVESTMENT AND SHARE PURCHASE PLAN
On November 3, 1997, the Company filed with the SEC a Form S-3
Registration Statement to register 7,000,000 Common Shares pursuant to a
Distribution Reinvestment and Share Purchase Plan (the "DRIP Plan"). The
registration statement was declared effective on November 25, 1997.
The DRIP Plan of the Company provides holders of record and beneficial
owners of Common Shares, Preferred Shares, and limited partnership interests in
the Operating Partnership with a simple and convenient method of investing cash
distributions in additional Common Shares (which is referred to herein as the
"Dividend Reinvestment - DRIP Plan"). Common Shares may also be purchased on a
monthly basis with optional cash payments made by participants in the DRIP Plan
and interested new investors, not currently shareholders of the Company, at the
market price of the Common Shares less a discount ranging between 0% and 5%, as
determined in accordance with the DRIP Plan (which is referred to herein as the
"Share Purchase - DRIP Plan").
19. EMPLOYEE TRANSACTIONS
Douglas Crocker II, President and Chief Executive Officer of the
Company, and three other officers had purchased an aggregate of 190,000 Common
Shares at prices which range from $26 to $31.625 per Common Share. These
purchases were financed by loans made by the Company in the aggregate amount of
approximately $5.3 million. The employee notes accrue interest, payable in
arrears, at rates that range from 6.15% per annum to 7.93% per annum. Scheduled
maturities are at various dates through March 2005. The outstanding balance on
these loans in the aggregate was $4.7 million and $4.9 million for the years
ended December 31, 1999 and 1998, respectively. The employee notes are recourse
to Mr. Crocker and the three other officers and are collateralized by pledges of
the 190,000 Common Shares purchased.
In addition, as of December 31, 1999, the outstanding principal balance
on additional notes issued to Mr. Crocker and three other officers was
approximately $1.2 million. These notes accrue interest, payable in arrears, at
one month LIBOR plus 2% per annum. Scheduled maturities are at various dates
through March 2003. Subsequent to December 31, 1999, Mr. Crocker paid a
principal installment on one of his notes in the amount of $80,570 and repaid
another note in full in the amount of $100,000. The notes are recourse to Mr.
Crocker and the three other officers and are collateralized by pledges of
options and share awards.
Mr. Crocker and Gerald A. Spector, Executive Vice President and Chief
Operating Officer of the Company, have entered into Deferred Compensation
Agreements with the Company which provide both with a salary benefit after their
respective termination of employment with the Company, under certain
circumstances. In addition, Mr. Crocker also has entered into a Share
Distributions Agreement with the Company whereby he was issued options to
purchase 100,000 Common Shares under the terms of the Fifth Amended Option and
Award Plan. Upon exercise of these options, Mr. Crocker will be entitled to
receive dividends on these shares as if they had been outstanding from the grant
date through the exercise date. The Company has recognized $1.1 million, $0.8
million and $0.7 million of compensation expense for the years ended December
31, 1999, 1998 and 1997, respectively, related to these agreements.
The Company has established a defined contribution plan (the "401(k)
Plan") that provides retirement benefits for employees that meet minimum
employment criteria. The Company contributes 100% of the first 4% of eligible
compensation that a participant contributes to the 401(k) Plan. Participants are
vested in the Company's contributions over five years. The Company made
contributions in the amount of $1.4 million and $1.4 million for the years ended
December 31, 1997 and 1998, respectively, and expects
F-35
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
to make contributions in the amount of approximately $3.1 million for the year
ended December 31, 1999.
20. TRANSACTIONS WITH RELATED PARTIES
In connection with the Wellsford Merger, Jeffrey H. Lynford and Edward
Lowenthal (trustees of the Company) each executed a consulting agreement with
the Company. Each consulting agreement has a term of five years from May 30,
1997, the closing date of the Wellsford Merger. Pursuant to the consulting
agreements, each of Messrs. Lynford and Lowenthal will serve as a senior
management consultant to the Company and will receive compensation at the rate
of $200,000 per year plus reimbursement for reasonable out-of-pocket expenses.
In connection with the EWR Merger, in December 1997, Stephen O. Evans
(a trustee of the Company) executed a consulting agreement with an affiliate of
the Company. The consulting agreement had a term of two years and expired on
December 31, 1999. Pursuant to the consulting agreement, Mr. Evans served as a
senior management consultant to the Company and received compensation at the
rate of $225,000 per year. Mr. Evans also received an option to purchase 115,500
Common Shares that will vest in three equal annual installments and will have an
exercise price equal to $50.125 per Common Share. Mr. Evans was also eligible to
participate in all of the Company's employee benefit plans in which persons in
comparable positions participate, treating Mr. Evans as an employee.
In connection with the affiliated lease agreements for various offices
as defined in Note 21, the Company paid Equity Office Holdings, L.L.C. ("EOH")
$126,272, $114,539 and $145,511 in connection with the Chicago Office, $261,040,
$194,506 and $177,793 in connection with the Tampa Office, $131,079, $83,485 and
$55,149 in connection with the Southern California area office and $770,317,
$772,320 and $632,693 in connection with the space occupied by the corporate
headquarters for the years ended December 31, 1999, 1998 and 1997, respectively.
Also, the Company paid EOH $166,328 and $55,117 in connection with the Atlanta
Office for the year ended December 31, 1999 and 1998, respectively. Amounts due
to EOH were $311,345, $136,000 and $59,675 as of December 31, 1999, 1998 and
1997, respectively.
Equity Group Investments, Inc. and certain of its subsidiaries,
including, Equity Properties & Development, L.P. and Equity Properties
Management Corp. (collectively, "EGI"), have provided certain services to the
Company which include, but are not limited to, investor relations, corporate
secretarial, real estate tax evaluation services and market consulting and
research services. Fees paid to EGI for these services amounted to approximately
$708,582, $1.1 million and $1.1 million for the years ended December 31, 1999,
1998 and 1997, respectively. Amounts due to EGI were $175,662, $57,408 and
$74,578 as of December 31, 1999, 1998 and 1997, respectively.
Artery Property Management, Inc., a real estate property management
company ("APMI") in which Mr. Goldberg, a trustee of the Company, is a
two-thirds owner and chairman of the board of directors, provided the Company
consulting services with regard to property acquisitions and additional business
opportunities. In connection with the acquisition of certain Properties from Mr.
Goldberg and his affiliates during 1995, the Company made a loan to Mr. Goldberg
and APMI of $15,212,000 evidenced by two notes and secured by 465,545 OP Units.
At December 31, 1999, approximately $6.2 million was outstanding and 64,948 OP
Units and 123,792 Common Shares secured this loan. In connection with the
acquisition of certain Properties from Mr. Goldberg and his affiliates during
1998, the Company made a $12,000,000 revolving loan to Mr. Goldberg and his wife
in September 1998. On October 1, 1999, this note was fully repaid.
F-36
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
During 1999, the Company acquired eight Properties and the related
management agreements from affiliates of Mr. Goldberg for an aggregate purchase
price of approximately $110.2 million, including the assumption of approximately
$44.3 million of mortgage indebtedness. The purchase price also included the
issuance of 28,795 Series A Junior Convertible Preference Units in the Operating
Partnership which have a liquidation value of $100 per unit and are exchangeable
for OP Units under certain circumstances. On June 29, 1999, Mr. Goldberg
received 8,462 of these units with a liquidation value of approximately $0.8
million.
Certain related entities provided services to the Company. These
included, but were not limited to, Rosenberg & Liebentritt, P.C., which provided
legal services, and Arthur A. Greenberg, which provided tax advisory services.
Fees paid to these related entities in the aggregate amounted to $1.3 million
for the year ended December 31, 1997. In addition, The Riverside Agency, Inc.,
which provided insurance brokerage services, was paid fees and reimbursed
premiums and loss claims in the amount of $0.3 million for the year ended
December 31, 1997.
Piper, Marbury, Rudnick & Wolfe, a law firm in which Mr. Errol
Halperin, a trustee of the Company, is a partner, provided legal services to the
Company. Fees paid to this firm amounted to approximately $1.6 million, $2.2
million and $2.3 million for the years ended December 31, 1999, 1998 and 1997,
respectively.
Seyfarth, Shaw, Fairweather & Geraldson, a law firm in which Ms. Sheli
Rosenberg's (a trustee of the Company) husband is a partner, provided legal
services to the Company. Fees paid to this firm amounted to $34,357 and $29,146,
for the years ended December 31, 1999 and 1998, respectively.
In addition, the Company has provided acquisitions, asset and property
management services to certain related entities for properties not owned by the
Company. Fees received for providing such services were approximately $2.4
million, $3.5 million and $4.6 million for the years ended December 31, 1999,
1998 and 1997, respectively.
21. COMMITMENTS AND CONTINGENCIES
The Company, as an owner of real estate, is subject to various
environmental laws of Federal and local governments. Compliance by the Company
with existing laws has not had a material adverse effect on the Company's
financial condition and results of operations. However, the Company cannot
predict the impact of new or changed laws or regulations on its current
Properties or on properties that it may acquire in the future.
The Company does not believe there is any litigation threatened against
the Company other than routine litigation arising out of the ordinary course of
business, some of which is expected to be covered by liability insurance, none
of which is expected to have a material adverse effect on the consolidated
financial statements of the Company.
In regard to the joint venture agreements with two multifamily
residential real estate developers during the year ended December 31, 1999, the
Company funded a total of $88.6 million and during 2000 the Company expects to
fund approximately $32.7 million in connection with these agreements. In
connection with the first agreement, the Company has an obligation to fund up to
an additional $20 million to guarantee third party construction financing.
F-37
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
In regard to certain other properties that were under development
and/or expansion during the year ended December 31, 1999, the Company funded
$47.5 million. During 2000, the Company expects to fund $44.9 million related to
the continued development and/or expansion of as many as three Properties.
In regard to certain properties that were under earnout/development
agreements, during the year ended December 31, 1999, the Company funded the
following:
- $17.2 million relating to the acquisition of Copper Canyon
Apartments, which included a $1.0 million earnout payment to the
developer;
- $24.9 million relating to the acquisition of Skyview Apartments,
which included a $3.1 million earnout payment to the developer;
and
- $18.3 million relating to the acquisition of Rosecliff Apartments.
During 2000, the Company expects to fund $33.4 million related to the
continued earnout/development of one Property.
In connection with the Wellsford Merger, the Company has provided a
$14.8 million credit enhancement with respect to certain tax-exempt bonds issued
to finance certain public improvements at a multifamily development project.
Pursuant to the terms of a Stock Purchase Agreement with Wellsford Real
Properties, Inc. ("WRP Newco"), the Company has agreed to purchase up to
1,000,000 shares of WRP Newco Series A Preferred at $25.00 per share on a
standby basis over a three-year period ending on May 30, 2000. These preferred
shares would be convertible to WRP Newco common shares under certain
circumstances. As of December 31, 1999, no shares of WRP Newco Series A
Preferred had been acquired by the Company.
In connection with the MRY Merger, the Company extended a $25 million,
one year, non-revolving loan to MRYP Spinco pursuant to a Senior Debt Agreement.
On June 24, 1999, MRYP Spinco repaid the entire outstanding Senior Note balance
of $18.3 million and there is no further obligation by either party in
connection with this agreement.
Also, in connection with the MRY Merger, the Company entered into six
joint venture agreements with MRYP Spinco, the entity spun-off in the MRY
Merger. The Company contributed six properties with an initial value of $52.7
million in return for an ownership interest in each joint venture. On August 23,
1999, the Company sold its entire interest in these six properties to MRYP
Spinco and there is no further obligation by either party in connection with
these agreements.
The Company has lease agreements with an affiliated party covering
office space occupied by the management offices located in Tampa, Florida (the
"Tampa Office"), Atlanta, Georgia (the "Atlanta Office"); and Chicago, Illinois
(the "Chicago Office"). The Company also has a lease agreement with an
affiliated party covering office space occupied by an area office located in
Southern California. The Tampa Office agreement expires on October 31, 2001, the
Atlanta Office agreement expires on June 20, 2001, the Chicago Office agreement
expires on July 11, 2000 and the Southern California agreement expires on July
31, 2000.
The Company also has seven additional lease agreements with
unaffiliated parties covering space occupied by the management offices located
in Dallas, Texas (the "Dallas Office"); Bethesda, Maryland (the "Bethesda
Office"); Denver, Colorado (the "Denver Office"); Seattle, Washington (the
"Seattle Office"); Scottsdale, Arizona (the "Scottsdale Office"), Charlotte,
North Carolina (the "Charlotte Office") and Reynoldsburg, Ohio (the "Lexford
Office"). The lease agreement for the Dallas Office expires on
F-38
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
September 30, 2005, the lease agreement for the Bethesda Office expires on
February 1, 2004, the lease agreement for the Denver Office expires on December
31, 2002, the lease agreement for the Seattle Office expires on June 30, 2003,
the lease agreement for the Scottsdale Office expires on July 31, 2004, the
lease agreement for the Charlotte Office expires on May 31, 2004 and the lease
agreement for the Lexford Office expires on December 31, 2004.
The Company also has a lease agreement with an affiliated party
covering office space occupied by the corporate headquarters located in Chicago,
Illinois. This agreement, as amended, expires on July 31, 2001. In addition,
commencing June 15, 1998, the Company increased the office space occupied by its
corporate personnel. The lease agreement covering the additional space expires
on December 31, 2004.
During the years ended December 31, 1999, 1998 and 1997, total lease
payments incurred, including a portion of real estate taxes, insurance, repairs
and utilities, aggregated $3,271,513, $2,528,150 and $1,491,766, respectively.
The minimum basic aggregate rental commitment under the above described
leases in years succeeding December 31, 1999 is as follows:
--------------- ----------------
Year Amount
--------------- ----------------
2000 $3,197,959
2001 2,754,510
2002 2,220,692
2003 2,005,051
2004 1,619,293
Thereafter 481,179
--------------- ----------------
Total $12,278,684
--------------- ----------------
22. REPORTABLE SEGMENTS
The following tables set forth the reconciliation of net income and
total assets for the Company's reportable segments for the years ended December
31, 1999, 1998 and 1997 (see also Note 3 for further discussion).
F-39
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
RENTAL REAL CORPORATE/
1999 (AMOUNTS IN THOUSANDS) ESTATE (1) OTHER (2) CONSOLIDATED
-----------------------------------------------------------------------------------------------------------------
Rental income $ 1,711,738 $ - $ 1,711,738
Property and maintenance expense (414,026) - (414,026)
Real estate tax and insurance expense (171,289) - (171,289)
Property management expense (61,626) - (61,626)
-----------------------------------------------------
Net operating income 1,064,797 - 1,064,797
Fee and asset management income - 4,970 4,970
Interest income - investment in mortgage notes - 12,559 12,559
Interest and other income - 23,851 23,851
Fee and asset management expense - (3,587) (3,587)
Depreciation expense on non-real estate assets - (7,231) (7,231)
Interest expense:
Expense incurred - (337,189) (337,189)
Amortization of deferred financing costs - (4,084) (4,084)
General and administrative expense - (22,296) (22,296)
Preferred distributions - (113,196) (113,196)
Adjustment for depreciation expense related to
equity in unconsolidated joint ventures - 1,009 1,009
------------------------------------------------------
Funds from operations available to Common Shares and
OP Units (unaudited) 1,064,797 (445,194) 619,603
Depreciation expense on real estate assets (401,457) - (401,457)
Gain on disposition of properties, net 93,535 - 93,535
Loss on early extinguishment of debt - (451) (451)
Income allocated to Minority Interests - (29,536) (29,536)
Adjustment for depreciation expense related to
equity in unconsolidated joint ventures - (1,009) (1,009)
-----------------------------------------------------
Net income available to Common Shares $ 756,875 $ (476,190) $ 280,685
=====================================================
Investment in real estate, net of accumulated depreciation $11,151,167 $ 17,309 $11,168,476
=====================================================
Total assets $11,164,035 $ 551,654 $11,715,689
=====================================================
F-40
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
RENTAL REAL CORPORATE/
1998 (AMOUNTS IN THOUSANDS) ESTATE (1) OTHER (2) CONSOLIDATED
----------------------------------------------------------------------------------------------------------------
Rental income $ 1,293,560 $ - $ 1,293,560
Property and maintenance expense (326,733) - (326,733)
Real estate tax and insurance expense (126,009) - (126,009)
Property management expense (53,101) - (53,101)
-----------------------------------------------------
Net operating income 787,717 - 787,717
Fee and asset management income - 5,622 5,622
Interest income - investment in mortgage notes - 18,564 18,564
Interest and other income - 19,250 19,250
Fee and asset management expense - (4,279) (4,279)
Depreciation expense on non-real estate assets - (5,361) (5,361)
Interest expense:
Expense incurred - (246,585) (246,585)
Amortization of deferred financing costs - (2,757) (2,757)
General and administrative expense - (20,631) (20,631)
Preferred distributions - (92,917) (92,917)
Adjustment for amortization of deferred financing costs
related to predecessor business - 35 35
Adjustment for depreciation expense related to equity in
unconsolidated joint ventures - 183 183
-----------------------------------------------------
Funds from operations available to Common Shares and
OP Units (unaudited) 787,717 (328,876) 458,841
Depreciation expense on real estate assets (296,508) - (296,508)
Gain on disposition of properties, net 21,703 - 21,703
Income allocated to Minority Interests - (18,529) (18,529)
Adjustment for amortization of deferred financing costs
related to predecessor business - (35) (35)
Adjustment for depreciation expense related to equity in
unconsolidated joint ventures - (183) (183)
-----------------------------------------------------
Net income available to Common Shares $ 512,912 $ (347,623) $ 165,289
=====================================================
Investment in real estate, net of accumulated depreciation $10,208,113 $ 15,459 $ 10,223,572
=====================================================
Total assets $10,237,999 $ 462,261 $ 10,700,260
=====================================================
F-41
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
RENTAL REAL CORPORATE/
1997 (AMOUNTS IN THOUSANDS) ESTATE (1) OTHER (2) CONSOLIDATED
----------------------------------------------------------------------------------------------------------------
Rental income $ 707,733 $ - $ 707,733
Property and maintenance expense (176,075) - (176,075)
Real estate tax and insurance expense (69,520) - (69,520)
Property management expense (26,793) - (26,793)
-----------------------------------------------------
Net operating income 435,345 - 435,345
Fee and asset management income - 5,697 5,697
Interest income - investment in mortgage notes - 20,366 20,366
Interest and other income - 13,282 13,282
Fee and asset management expense - (3,364) (3,364)
Depreciation expense on non-real estate assets - (3,118) (3,118)
Interest expense:
Expense incurred - (121,324) (121,324)
Amortization of deferred financing costs - (2,523) (2,523)
General and administrative expense - (14,821) (14,821)
Preferred distributions - (59,012) (59,012)
Adjustment for amortization of deferred financing costs - 235 235
related to predecessor business
-----------------------------------------------------
Funds from operations available to Common Shares and
OP Units (unaudited) 435,345 ( 164,582) 270,763
Depreciation expense on real estate assets (153,526) - (153,526)
Gain on disposition of properties, net 13,838 - 13,838
Income allocated to Minority Interests - (13,260) -
Adjustment for amortization of deferred financing costs
related to predecessor business - (235) (235)
-----------------------------------------------------
Net income available to Common Shares $ 295,657 $ (178,077) $ 117,580
=====================================================
(1) The Company has one primary reportable business segment, which consists of
investment in rental real estate. The Company's primary business is owning,
managing, and operating multifamily residential properties which includes
the generation of rental and other related income through the leasing of
apartment units to tenants.
(2) The Company has a segment for corporate level activity including such items
as interest income earned on short-term investments, interest income earned
on investment in mortgage notes, general and administrative expenses, and
interest expense on mortgage notes payable and unsecured note issuances. In
addition, the Company has a segment for third party management activity
that is immaterial and does not meet the threshold requirements of a
reportable segment as provided for in Statement No. 131. Interest expense
on debt is not allocated to individual Properties, even if the Properties
secure such debt. Further, income allocated to Minority Interests is not
allocated to the Properties.
F-42
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
23. SUBSEQUENT EVENTS
On January 14, 2000, the Company announced it has entered into an
agreement to acquire, in an all cash and debt transaction, Globe Business
Resources, Inc. ("Globe"), one of the nation's largest providers of temporary
corporate housing and furniture rental. Shareholders of Globe will receive
$13.00 per share upon closing and up to an additional $0.50 per share post
closing, upon final determination of costs, if any, relating to any potential
breaches of certain representations and covenants. At full funding of $13.50 per
share, the Company would pay approximately $64.8 million in cash (based on the
4.8 million Globe shares currently outstanding). In addition, the Company will
assume approximately $69.4 million in debt. The acquisition, which is expected
to close during the second quarter of 2000, does not require approval of the
Company's shareholders but does require Globe shareholder approval.
On January 19, 2000, the Company acquired Windmont Apartments, a
178-unit multifamily property located in Atlanta, GA, from an unaffiliated third
party for a purchase price of approximately $10.3 million.
On January 24, 2000, the Company funded $2.3 million for an initial
earnout payment to the developer of Rosecliff Apartments.
On January 25, 2000, the Company settled on a $100 million forward
starting swap and received $7.1 million in connection therewith. The amount
received is expected to be amortized over the life of a future financing
transaction that the Company expects to close in March 2000.
From January 1, 2000 through March 3, 2000, the Company repaid the
outstanding mortgage balances on three properties in the aggregate amount of
$12.8 million.
On February 4, 2000, the Company disposed of Lakeridge at the Moors
Apartments, a 175-unit multifamily property located in Miami, FL, to an
unaffiliated party for a total sales price of $10 million.
On February 9, 2000, the Company disposed of Sonnet Cove I&II
Apartments, a 331-unit multifamily property located in Lexington, KY, to an
unaffiliated party for a total sales price of $12.3 million.
On February 25, 2000, the Company disposed of Yuma Court Apartments, a
40-unit multifamily property located in Colorado Springs, CO, to an unaffiliated
party for a total sales price of $2.4 million.
On February 25, 2000, the Company disposed of Oaks of Lakebridge
Apartments, a 170-unit multifamily property located in Ormond Beach, FL, to an
unaffiliated party for a total sales price of $7.8 million.
On February 25, 2000, the Company disposed of Indigo Plantation
Apartments, a 304-unit multifamily property located in Daytona Beach, FL, to an
unaffiliated party for a total sales price of $14.2 million.
On March 3, 2000, Lexford Properties, L.P., a wholly-owned subsidiary
of the Operating Partnership, issued 1.1 million units of 8.50% Series B
Cumulative Convertible Redeemable Preference Units with an equity value of $55.0
million. Lexford Properties, L.P. received $53.6 million in net proceeds from
this transaction. The liquidation value of these units is $50 per unit. The 1.1
million units are exchangeable into 1.1 million shares of 8.50% Series M-1
Cumulative Redeemable Preferred Shares of
F-43
EQUITY RESIDENTIAL PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
Beneficial Interest of the Company. The Series M-1 Preferred Shares are not
convertible to EQR Common Shares. Dividends for the Series B Preference Units
or the Series M-1 Preferred Shares are payable quarterly at the rate of $4.25
per unit/share per year.
24. QUARTERLY FINANCIAL DATA (UNAUDITED)
The following unaudited quarterly data has been prepared on the basis
of a December 31 year-end. The 1999 and 1998 net income per weighted average
Common Share amounts have been presented and, where appropriate, restated to
comply with Statement of Financial Accounting Standards No. 128, Earnings Per
Share. For further discussion of net income per share and the impact of
Statement No. 128, see Note 14 of Notes to Consolidated Financial Statements.
Amounts are in thousands, except for per share amounts.
FIRST SECOND THIRD FOURTH
QUARTER QUARTER QUARTER QUARTER
1999 3/31 6/30 9/30 12/31
- ----------------------------------------------------------------------------------------------------------------
Total revenues $416,137 $422,222 $435,188 $479,571
========= ========= ========= ========
Income before allocation to Minority Interests $100,680 $104,050 $102,931 $115,756
======== ========= ========= ========
Net income $93,554 $96,662 $95,891 $107,774
======== ======== ======== ========
Net income available to Common Shares $64,177 $68,928 $67,884 $79,696
======= ======= ======= =======
Weighted average Common Shares outstanding 118,956 120,558 122,312 126,788
======= ======= ======= =======
Net income per share - basic $0.54 $0.57 $0.56 $0.63
===== ===== ===== =====
Net income per share - diluted $0.54 $0.57 $0.55 $0.63
===== ===== ===== =====
FIRST SECOND THIRD FOURTH
QUARTER QUARTER QUARTER QUARTER
1998 3/31 6/30 9/30 12/31
- ----------------------------------------------------------------------------------------------------------------
Total revenues $286,291 $306,959 $339,249 $404,497
========= ========= ========= ========
Income before allocation to Minority Interests $61,275 $72,357 $61,102 $82,001
======= ======== ======== =======
Net income $57,587 $67,735 $56,572 $76,312
======== ======== ======== =======
Net income available to Common Shares $35,895 $46,043 $34,881 $48,470
======= ======= ======= =======
Weighted average Common Shares outstanding 93,361 97,405 97,089 113,440
====== ====== ====== =======
Net income per share - basic $0.38 $0.47 $0.36 $0.43
===== ===== ===== =====
Net income per share - diluted $0.38 $0.47 $0.36 $0.42
===== ===== ===== =====
F-44
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ------------------------------------------------------------------------------------------------------------------------------------
2300 Elliott Seattle, WA $ - $ 796,700 $ 7,173,725
2900 on First Combined Seattle, WA - 1,176,400 10,600,360
3000 Grand Des Moines, IA - 858,305 7,736,013
740 River Drive St. Paul, MN 6,648,364 1,620,000 11,232,943
7979 Westheimer Houston, TX - 1,388,400 12,497,975
Acacia Creek Scottsdale, AZ 20,790,723 6,121,856 35,380,172
Acadia Court Bloomington, IN 2,092,837 257,484 2,317,353
Acadia Court II Bloomington, IN 1,806,908 253,636 2,282,721
Adams Farm Greensboro, NC - 2,350,000 30,073,197
Alderwood Park Lynnwood, WA 4,030,879 3,760,000 8,110,530
Altamonte San Antonio, TX (S) 1,663,100 14,986,474
Amberidge Detroit, MI 919,875 130,844 1,177,598
Amberton Manassas, VA 10,597,067 888,800 8,474,461
Amberwood (OH) Canton, OH 887,691 126,227 1,136,042
Amberwood I (FL) Jacksonville, FL 397,879 101,744 915,696
Amesbury I Columbus, OH 1,228,447 143,039 1,287,355
Amesbury II Columbus, OH 1,275,358 180,588 1,625,293
Amhurst (Tol) Toledo, OH 804,321 161,854 1,456,683
Amhurst I (OH) Dayton, OH 902,927 152,574 1,373,165
Amhurst II (OH) Dayton, OH 934,952 159,416 1,434,748
Andover Court Columbus, OH 719,453 123,875 1,114,873
Annhurst (IN) Indianpolis, IN 1,275,000 189,235 1,703,117
Annhurst (PA) Pittsburgh, PA 1,951,830 307,952 2,771,572
Annhurst II (OH) Columbus, OH 1,064,340 116,739 1,050,648
Annhurst III (OH) Columbus, OH 866,157 134,788 1,213,092
Ansley Oaks St. Louis, IL - 134,522 1,210,697
Apple Ridge I Columbus, OH 1,036,653 139,300 1,253,697
Apple Ridge III Columbus, OH 577,684 72,585 653,268
Apple Run (MI) Jackson, MI 497,314 87,459 787,133
Apple Run II (Col) Columbus, OH - 93,810 844,292
Applegate (Chi) Columbus, OH 529,497 7,738 69,640
Applegate (Col) Bloomington, IN 940,163 171,829 1,546,462
Applegate (Lor) Youngstown, OH 512,809 66,488 598,393
Applegate I (IN) Muncie, IN 924,977 138,506 1,246,551
Applegate II (IN) Muncie, IN 1,236,009 180,017 1,620,150
Applerun (War) Youngstown, OH 670,142 113,303 1,019,729
Applewood I & II Daytona Beach, FL 2,193,626 235,230 2,117,074
Aragon Woods Indianpolis, IN 1,104,739 157,791 1,420,119
Arbor Glen Pittsfield Twp, MI - 1,092,300 9,887,635
Arboretum (AZ) Tucson, AZ (P) 3,453,446 19,020,019
Arboretum (GA) Atlanta, GA - 4,679,400 15,937,649
Arboretum (MA) Canton, MA (S) 4,680,000 10,995,641
Arbors at Century Center Memphis, TN - 2,520,000 15,236,996
Arbors of Brentwood Nashville, TN (D) 404,570 13,536,367
Arbors of Hickory Hollow Nashville, TN (D) 202,285 6,937,209
Arbors of Las Colinas Irving, TX - 1,662,300 15,385,713
Ashford Hill Columbus, OH 1,400,000 184,985 1,664,868
Ashgrove (IN) Indianpolis, IN 866,676 172,924 1,556,316
Ashgrove (KY) Louisville, KY 1,050,088 171,816 1,546,342
Ashgrove (Mar) Battle Creek, MI 839,002 119,823 1,078,405
Ashgrove (OH) Cincinnati, OH 1,261,088 157,535 1,417,811
Ashgrove I (MI) Detroit, MI 3,284,510 403,580 3,632,218
Ashgrove II (MI) Detroit, MI 2,301,646 311,912 2,807,210
Ashton, The Corona Hills, CA - 2,594,264 33,042,398
Aspen Crossing Silver Spring, MD - 2,880,000 8,561,456
Audubon Village Tampa, FL - 3,576,000 26,121,909
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
(IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- ------------------------------------------------------------------------------------------------------------------------------------
2300 Elliott $ 100 $ 2,935,619 $ 796,800 $ 10,109,344 $ 10,906,144
2900 on First Combined 1,300 1,221,640 1,177,700 11,822,000 12,999,700
3000 Grand - 1,479,910 858,305 9,215,923 10,074,228
740 River Drive 6,700 667,316 1,626,700 11,900,258 13,526,958
7979 Westheimer 1,700 1,403,830 1,390,100 13,901,805 15,291,905
Acacia Creek - 826,219 6,121,856 36,206,391 42,328,247
Acadia Court - 4,007 257,484 2,321,360 2,578,844
Acadia Court II - 3,287 253,636 2,286,008 2,539,643
Adams Farm - 192,947 2,350,000 30,266,144 32,616,144
Alderwood Park 7,400 251,284 3,767,400 8,361,813 12,129,213
Altamonte 1,970 1,079,239 1,665,070 16,065,713 17,730,783
Amberidge - 2,644 130,844 1,180,241 1,311,085
Amberton 11,800 953,021 900,600 9,427,482 10,328,082
Amberwood (OH) - 3,281 126,227 1,139,323 1,265,550
Amberwood I (FL) - 1,612 101,744 917,309 1,019,053
Amesbury I - 6,063 143,039 1,293,418 1,436,458
Amesbury II - 2,489 180,588 1,627,782 1,808,370
Amhurst (Tol) - 3,345 161,854 1,460,028 1,621,882
Amhurst I (OH) - 5,899 152,574 1,379,064 1,531,638
Amhurst II (OH) - 3,173 159,416 1,437,921 1,597,337
Andover Court - 750 123,875 1,115,623 1,239,498
Annhurst (IN) - 25,662 189,235 1,728,780 1,918,015
Annhurst (PA) - 7,495 307,952 2,779,067 3,087,019
Annhurst II (OH) - 964 116,739 1,051,612 1,168,351
Annhurst III (OH) - 4,691 134,788 1,217,784 1,352,572
Ansley Oaks - 6,779 134,522 1,217,476 1,351,998
Apple Ridge I - 2,067 139,300 1,255,765 1,395,064
Apple Ridge III - 2,113 72,585 655,381 727,967
Apple Run (MI) - 3,227 87,459 790,361 877,820
Apple Run II (Col) - 2,107 93,810 846,399 940,210
Applegate (Chi) - 2,236 7,738 71,876 79,613
Applegate (Col) - 2,971 171,829 1,549,433 1,721,262
Applegate (Lor) - 2,843 66,488 601,236 667,724
Applegate I (IN) - 17,867 138,506 1,264,418 1,402,923
Applegate II (IN) - 10,066 180,017 1,630,216 1,810,233
Applerun (War) - 1,083 113,303 1,020,812 1,134,115
Applewood I & II - 46,153 235,230 2,163,227 2,398,457
Aragon Woods - 8,996 157,791 1,429,115 1,586,906
Arbor Glen 3,764 329,195 1,096,064 10,216,830 11,312,895
Arboretum (AZ) - 602,827 3,453,446 19,622,846 23,076,292
Arboretum (GA) 2,900 505,371 4,682,300 16,443,020 21,125,320
Arboretum (MA) 5,900 110,930 4,685,900 11,106,571 15,792,471
Arbors at Century Center 1,700 326,386 2,521,700 15,563,382 18,085,082
Arbors of Brentwood 100 958,708 404,670 14,495,074 14,899,744
Arbors of Hickory Hollow 700 1,613,360 202,985 8,550,569 8,753,554
Arbors of Las Colinas 1,600 1,163,452 1,663,900 16,549,165 18,213,065
Ashford Hill - 5,143 184,985 1,670,011 1,854,996
Ashgrove (IN) - 4,337 172,924 1,560,653 1,733,577
Ashgrove (KY) - 4,136 171,816 1,550,478 1,722,293
Ashgrove (Mar) - 2,800 119,823 1,081,204 1,201,027
Ashgrove (OH) - 3,088 157,535 1,420,900 1,578,434
Ashgrove I (MI) - 7,742 403,580 3,639,960 4,043,540
Ashgrove II (MI) - 5,130 311,912 2,812,340 3,124,253
Ashton, The - 381,532 2,594,264 33,423,929 36,018,193
Aspen Crossing - 207,627 2,880,000 8,769,083 11,649,083
Audubon Village - 407,722 3,576,000 26,529,631 30,105,631
LIFE USED TO
COMPUTE
- ------------------------------------------------------------------------- DEPRECIATION IN
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- --------------------------------------------------------------------------------------------
2300 Elliott $ (922,189) 1992 30 Years
2900 on First Combined (1,560,994) 1989-91 30 Years
3000 Grand (5,333,188) 1970 30 Years
740 River Drive (904,264) 1962 30 Years
7979 Westheimer (2,580,432) 1973 30 Years
Acacia Creek (2,731,863) 1988-1994 30 Years
Acadia Court (20,996) 1985 30 Years
Acadia Court II (20,862) 1986 30 Years
Adams Farm (1,381,592) 1987 30 Years
Alderwood Park (448,619) 1982 30 Years
Altamonte (3,306,194) 1985 30 Years
Amberidge (10,682) 1985 30 Years
Amberton (1,758,943) 1986 30 Years
Amberwood (OH) (10,627) 1987 30 Years
Amberwood I (FL) (8,521) 1981 30 Years
Amesbury I (12,005) 1986 30 Years
Amesbury II (14,957) 1987 30 Years
Amhurst (Tol) (13,191) 1983 30 Years
Amhurst I (OH) (12,854) 1979 30 Years
Amhurst II (OH) (13,293) 1981 30 Years
Andover Court (10,163) 1982 30 Years
Annhurst (IN) (16,379) 1985 30 Years
Annhurst (PA) (24,948) 1984 30 Years
Annhurst II (OH) (9,682) 1986 30 Years
Annhurst III (OH) (11,136) 1988 30 Years
Ansley Oaks (11,446) 1986 30 Years
Apple Ridge I (11,513) 1987 30 Years
Apple Ridge III (6,005) 1982 30 Years
Apple Run (MI) (7,314) 1982 30 Years
Apple Run II (Col) (7,951) 1980 30 Years
Applegate (Chi) (1,330) 1981 30 Years
Applegate (Col) (13,939) 1982 30 Years
Applegate (Lor) (5,698) 1982 30 Years
Applegate I (IN) (11,476) 1984 30 Years
Applegate II (IN) (15,034) 1987 30 Years
Applerun (War) (9,329) 1983 30 Years
Applewood I & II (22,519) 1982 30 Years
Aragon Woods (13,287) 1986 30 Years
Arbor Glen (814,768) 1990 30 Years
Arboretum (AZ) (1,571,619) 1987 30 Years
Arboretum (GA) (1,264,590) 1970 30 Years
Arboretum (MA) (644,133) 1989 30 Years
Arbors at Century Center (859,174) 1988/1990 30 Years
Arbors of Brentwood (3,465,757) 1986 30 Years
Arbors of Hickory Hollow (2,474,364) 1986 30 Years
Arbors of Las Colinas (3,681,305) 1984/85 30 Years
Ashford Hill (15,312) 1986 30 Years
Ashgrove (IN) (14,028) 1983 30 Years
Ashgrove (KY) (14,040) 1984 30 Years
Ashgrove (Mar) (9,912) 1983 30 Years
Ashgrove (OH) (12,950) 1983 30 Years
Ashgrove I (MI) (32,433) 1985 30 Years
Ashgrove II (MI) (25,053) 1987 30 Years
Ashton, The (2,464,027) 1986 30 Years
Aspen Crossing (307,059) 1979 30 Years
Audubon Village (1,214,035) 1990 30 Years
S-1
INITIAL COST TO
DESCRIPTION COMPANY
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ------------------------------------------------------------------------------------------------------------------------------------
Augustine Club Tallahassee, FL - 1,110,000 8,906,841
Autumn Cove Atlanta, GA 741,297 187,220 1,684,983
Autumn Creek Cordova, TN (E) 1,680,000 9,345,282
Auvers Village Orlando, FL - 3,840,000 29,322,243
Bainbridge Durham, NC - 1,042,900 9,688,677
Balcones Club Austin, TX - 2,184,000 10,128,165
Banyan Lake Boynton Beach, FL - 2,736,000 11,227,892
Barrington Atlanta, GA 1,018,645 144,459 1,300,132
Bay Club Phoenix, AZ - 828,100 6,221,786
Bay Ridge San Pedro, CA - 2,385,399 2,176,963
Bayside Lakeland, FL - 73,463 661,165
Bayside at the Islands Gilbert, AZ (O) 3,306,484 15,573,006
Beach Club Fort Myers, FL - 2,080,000 14,800,928
Bear Canyon Tucson, AZ 8,482,946 1,660,608 11,228,524
Beckford Place (IN) Indianpolis, IN 715,911 99,046 891,413
Beckford Place (Pla) Parkersburg, OH 1,013,959 161,161 1,450,447
Beckford Place (Wap) Lima, OH 620,607 76,491 688,419
Beckford Place I (OH) Canton, OH 1,161,993 168,426 1,515,830
Beckford Place II (OH) Canton, OH 1,229,833 172,134 1,549,209
Bel Aire I Miami, FL - 188,343 1,695,084
Bel Aire II Miami, FL - 136,416 1,227,745
Bell Road I & II Nashville, TN - 3,100,000 846,693
Bellevue Meadows Bellevue, WA - 4,500,000 12,574,814
Belmont Crossing Riverdale, GA - 1,580,000 18,449,045
Belmont Landing Riverdale, GA - 2,120,000 21,651,256
Beneva Place Sarasota, FL 8,700,000 1,344,000 9,665,447
Berkshire Place Charlotte, NC - 805,550 12,540,032
Bermuda Cove Jacksonville, FL - 1,503,000 19,561,896
Berry Pines Pensacola, FL 989,344 154,086 1,386,772
Birches, The Lima, OH 973,805 94,798 853,180
Bishop Park Winter Park, FL - 2,592,000 17,982,357
Blue Swan San Antonio, TX (E) 1,424,800 7,596,023
Blueberry Hill I Orlando, FL 738,919 140,370 1,263,328
Boulder Creek Wilsonville, OR - 3,552,000 11,485,309
Bourbon Square Combined Palatine, IL 26,950,227 3,982,600 35,870,194
Bradford Place St. Louis, IL 1,098,789 140,356 1,263,208
Bramblewood San Jose, CA - 5,184,000 9,658,072
Branchwood Orlando, FL - 324,069 2,916,617
Brandon Court Bloomington, IN 1,428,498 170,636 1,535,722
Brandywine E. Lakeland, FL 595,521 88,126 793,138
Breckenridge Lexington, KY 9,162,971 1,645,800 14,845,715
Brentwood Vancouver, WA - 1,318,200 12,202,521
Breton Mill Houston, TX (F) 212,720 8,547,263
Briarwood (CA) Sunnyvale, CA 14,103,692 9,984,000 22,265,278
Bridford Lakes Greensboro, NC - 2,265,314 25,823,941
Bridge Creek Wilsonville, OR - 1,294,600 11,690,114
Bridgeport Raleigh, NC - 1,296,200 11,942,278
Bridgewater at Wells Crossing Orange Park, FL - 2,160,000 13,347,474
Brierwood Jacksonville, FL - 546,100 4,965,856
Brittany Square Tulsa, OK - 625,000 4,236,498
Brixworth Nashville, TN - 1,172,100 10,564,856
Broadway Garland, TX 6,106,827 1,440,000 7,803,082
Brookdale Village Naperville, IL 11,490,000 3,276,000 16,360,060
Brookfield Salt Lake City, UT - 1,152,000 5,682,453
Brookridge Centreville, VA (E) 2,520,000 16,007,356
Brookside (CO) Boulder, CO - 3,600,000 10,212,594
Brookside (MD) Frederick, MD 8,203,145 2,736,000 8,156,453
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
(IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- -----------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A)
- -----------------------------------------------------------------------------------------------------------------------------
Augustine Club - 51,948 1,110,000 8,958,789
Autumn Cove - 1,536 187,220 1,686,519
Autumn Creek 1,900 170,212 1,681,900 9,515,494
Auvers Village - 317,058 3,840,000 29,639,301
Bainbridge 33,400 1,169,267 1,076,300 10,857,944
Balcones Club 1,500 442,458 2,185,500 10,570,623
Banyan Lake 2,600 553,268 2,738,600 11,781,160
Barrington - 8,774 144,459 1,308,906
Bay Club 100 1,595,448 828,200 7,817,234
Bay Ridge 15,901 42,715 2,401,300 2,219,678
Bayside - 6,044 73,463 667,210
Bayside at the Islands - 248,089 3,306,484 15,821,095
Beach Club - 374,079 2,080,000 15,175,007
Bear Canyon - 84,261 1,660,608 11,312,784
Beckford Place (IN) - 15,144 99,046 906,558
Beckford Place (Pla) - 14,180 161,161 1,464,627
Beckford Place (Wap) - 2,224 76,491 690,643
Beckford Place I (OH) - 2,538 168,426 1,518,368
Beckford Place II (OH) - 2,446 172,134 1,551,655
Bel Aire I - 8,251 188,343 1,703,335
Bel Aire II - 6,957 136,416 1,234,702
Bell Road I & II - - 3,100,000 846,693
Bellevue Meadows 7,100 84,737 4,507,100 12,659,552
Belmont Crossing - 122,063 1,580,000 18,571,108
Belmont Landing - 220,121 2,120,000 21,871,377
Beneva Place - 98,710 1,344,000 9,764,156
Berkshire Place - 93,866 805,550 12,633,898
Bermuda Cove - 196,306 1,503,000 19,758,202
Berry Pines - 11,378 154,086 1,398,150
Birches, The - 1,869 94,798 855,048
Bishop Park - 1,217,731 2,592,000 19,200,088
Blue Swan 700 400,660 1,425,500 7,996,683
Blueberry Hill I - 4,073 140,370 1,267,401
Boulder Creek 2,400 544,576 3,554,400 12,029,885
Bourbon Square Combined 2,700 5,323,864 3,985,300 41,194,058
Bradford Place - 8,912 140,356 1,272,120
Bramblewood 6,700 143,451 5,190,700 9,801,522
Branchwood - 3,175 324,069 2,919,791
Brandon Court - 6,044 170,636 1,541,765
Brandywine E. - 2,152 88,126 795,290
Breckenridge 2,500 484,825 1,648,300 15,330,540
Brentwood 39,021 849,109 1,357,221 13,051,631
Breton Mill 100 742,697 212,820 9,289,960
Briarwood (CA) 7,500 63,517 9,991,500 22,328,795
Bridford Lakes - 342,755 2,265,314 26,166,696
Bridge Creek 5,290 1,524,030 1,299,890 13,214,144
Bridgeport 500 297,325 1,296,700 12,239,604
Bridgewater at Wells Crossing - (20,800) 2,160,000 13,326,674
Brierwood 5,800 717,682 551,900 5,683,537
Brittany Square - 650,495 625,000 4,886,993
Brixworth 1,700 356,644 1,173,800 10,921,500
Broadway 3,700 315,030 1,443,700 8,118,112
Brookdale Village - 76,870 3,276,000 16,436,929
Brookfield 1,000 120,039 1,153,000 5,802,492
Brookridge 1,500 238,305 2,521,500 16,245,660
Brookside (CO) 400 36,220 3,600,400 10,248,814
Brookside (MD) - 50,702 2,736,000 8,207,155
LIFE USED TO
COMPUTE
- ------------------------------------------------------------------------------------------------ DEPRECIATION IN
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME TOTAL (B) DEPRECIATION CONSTRUCTION STATEMENT (C)
- -------------------------------------------------------------------------------------------------------------------
Augustine Club 10,068,789 (419,933) 1988 30 Years
Autumn Cove 1,873,739 (14,911) 1985 30 Years
Autumn Creek 11,197,394 (803,105) 1991 30 Years
Auvers Village 33,479,301 (1,343,424) 1991 30 Years
Bainbridge 11,934,244 (2,345,416) 1984 30 Years
Balcones Club 12,756,123 (777,309) 1984 30 Years
Banyan Lake 14,519,760 (1,231,543) 1986 30 Years
Barrington 1,453,365 (11,919) 1984 30 Years
Bay Club 8,645,434 (2,061,881) 1976 30 Years
Bay Ridge 4,620,978 (228,161) 1987 30 Years
Bayside 740,672 (6,597) 1982 30 Years
Bayside at the Islands 19,127,579 (1,188,034) 1989 30 Years
Beach Club 17,255,007 (719,580) 1990 30 Years
Bear Canyon 12,973,392 (850,529) 1996 30 Years
Beckford Place (IN) 1,005,603 (8,496) 1984 30 Years
Beckford Place (Pla) 1,625,788 (13,460) 1982 30 Years
Beckford Place (Wap) 767,134 (6,449) 1981 30 Years
Beckford Place I (OH) 1,686,794 (13,733) 1983 30 Years
Beckford Place II (OH) 1,723,789 (13,975) 1985 30 Years
Bel Aire I 1,891,678 (15,413) 1985 30 Years
Bel Aire II 1,371,118 (11,173) 1986 30 Years
Bell Road I & II 3,946,693 - (R) 30 Years
Bellevue Meadows 17,166,652 (686,762) 1983 30 Years
Belmont Crossing 20,151,108 (845,370) 1988 30 Years
Belmont Landing 23,991,377 (1,001,635) 1988 30 Years
Beneva Place 11,108,156 (449,277) 1986 30 Years
Berkshire Place 13,439,448 (581,657) 1982 30 Years
Bermuda Cove 21,261,202 (896,951) 1989 30 Years
Berry Pines 1,552,236 (13,025) 1985 30 Years
Birches, The 949,846 (8,117) 1977 30 Years
Bishop Park 21,792,088 (865,075) 1991 30 Years
Blue Swan 9,422,183 (708,614) 1985-1994 30 Years
Blueberry Hill I 1,407,771 (11,808) 1986 30 Years
Boulder Creek 15,584,285 (1,265,906) 1991 30 Years
Bourbon Square Combined 45,179,358 (9,308,546) 1984-87 30 Years
Bradford Place 1,412,477 (11,769) 1986 30 Years
Bramblewood 14,992,222 (522,533) 1986 30 Years
Branchwood 3,243,860 (26,379) 1981 30 Years
Brandon Court 1,712,401 (14,224) 1984 30 Years
Brandywine E. 883,416 (7,316) 1981 30 Years
Breckenridge 16,978,840 (1,235,360) 1986-1987 30 Years
Brentwood 14,408,852 (2,423,484) 1990 30 Years
Breton Mill 9,502,780 (2,138,545) 1986 30 Years
Briarwood (CA) 32,320,295 (1,102,269) 1985 30 Years
Bridford Lakes 28,432,010 (1,228,501) 1999 30 Years
Bridge Creek 14,514,034 (3,026,340) 1987 30 Years
Bridgeport 13,536,304 (2,691,810) 1990 30 Years
Bridgewater at Wells Crossing 15,486,674 (21,021) 1986 30 Years
Brierwood 6,235,437 (830,482) 1974 30 Years
Brittany Square 5,511,993 (2,683,742) 1982 30 Years
Brixworth 12,095,300 (1,401,742) 1985 30 Years
Broadway 9,561,812 (495,896) 1983 30 Years
Brookdale Village 19,712,929 (276,898) 1986 30 Years
Brookfield 6,955,492 (502,518) 1985 30 Years
Brookridge 18,767,160 (1,310,622) 1989 30 Years
Brookside (CO) 13,849,214 (580,483) 1993 30 Years
Brookside (MD) 10,943,155 (211,691) 1993 30 Years
S-2
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ------------------------------------------------------------------------------------------------------------------------------------
Brookside II (MD) Frederick, MD - 2,448,000 6,929,404
Brunswick (IL) Champaign, IL 1,392,689 199,520 1,795,683
Brunswick I (WV) Pittsburgh, PA 1,693,948 241,739 2,175,654
Brunswick II (WV) Pittsburgh, WV 1,284,805 202,928 1,826,354
Burwick Farms Howell, MI 9,176,084 1,102,200 9,932,207
Calais Dallas, TX - 1,118,900 10,070,076
California Gardens Jacksonville, FL - 105,528 949,754
Cambridge at Hickory Hollow Nashville, TN (U) 3,240,000 17,903,507
Cambridge Commons I Indianapolis, IN - 179,139 1,612,253
Cambridge Commons II Indianapolis, IN 889,905 141,845 1,276,607
Cambridge Commons III Indianapolis, IN - 98,125 883,124
Cambridge Village Lewisville, TX - 800,000 8,762,606
Camden Way I Jacksonville, GA 923,892 109,240 983,156
Camden Way II Jacksonville, GA 745,698 105,552 949,969
Camellero Scottsdale, AZ 11,597,077 1,923,600 17,324,593
Camellia Court (KY) Louisville, KY 593,319 115,620 1,040,578
Camellia Court (OH) Columbus, OH 565,693 68,584 617,254
Camellia Court I (Col) Columbus, OH 1,007,909 133,059 1,197,529
Camellia Court I (Day) Dayton, OH 1,096,022 131,858 1,186,725
Camellia Court II (Col) Columbus, OH 945,285 118,421 1,065,788
Camellia Court II (Day) Dayton, OH 780,269 131,571 1,184,138
Candlelight I Tampa, FL 606,065 105,000 945,002
Candlelight II Tampa, FL 600,666 95,061 855,551
Canterbury Germantown, MD 31,363,911 2,781,300 26,711,251
Canterbury Crossings Orlando, FL - 273,671 2,463,037
Canterchase Nashville, TN 5,627,420 862,200 7,765,192
Canyon Creek (AZ) Tucson, AZ - 834,313 6,083,047
Canyon Crest Santa Clarita, CA - 2,370,000 10,147,286
Canyon Crest Views Riverside, CA - 1,744,640 17,397,194
Canyon Ridge San Diego, CA - 4,869,448 11,955,064
Canyon Sands Phoenix, AZ - 1,475,900 13,436,146
Cardinal, The Greensboro, NC 7,324,402 1,280,000 11,850,557
Carleton Court (PA) Erie, PA - 128,528 1,156,756
Carleton Court (WV) Charleston, WV 1,341,720 196,222 1,766,001
Carmel Terrace San Diego, CA - 2,288,300 20,596,281
Carolina Crossing Greenville, SC - 547,800 4,949,619
Carriage Hill Macon, GA 688,124 131,911 1,187,196
Carriage Homes at Wyndham Glen Allen, VA - 1,736,000 27,448,696
Casa Capricorn San Diego, CA - 1,260,100 11,365,093
Casa Ruiz San Diego, CA - 3,920,000 9,389,153
Cascade at Landmark Alexandria, VA - 3,601,000 19,672,036
Catalina Shores Las Vegas, NV - 1,222,200 11,042,867
Catalina Shores (WRP) Las Vegas, NV - 1,427,200 12,844,277
Cedar Crest Overland Park, KS 14,108,784 2,159,800 19,425,812
Cedar Hill Knoxville, TN 1,452,748 204,792 1,843,131
Cedar Ridge (TX) Arlington, TX 3,537,028 605,000 4,238,427
Cedargate (GA) Atlanta, GA 860,724 205,043 1,845,391
Cedargate (MI) Southbend, IN 798,043 120,378 1,083,403
Cedargate (She) Louisville, KY 1,205,960 158,685 1,428,168
Cedargate I (Cla) Dayton, OH 1,237,463 159,599 1,436,393
Cedargate I (IN) Bloomington, IN 1,115,965 191,650 1,724,853
Cedargate I (KY) Louisville, KY 847,702 165,397 1,488,569
Cedargate I (OH) Columbus, OH 2,249,899 240,587 2,165,281
Cedargate II (IN) Bloomington, IN 1,106,850 165,041 1,485,367
Cedargate II (KY) Louisville, KY 1,160,000 140,895 1,268,055
Cedargate II (OH) Columbus, OH 703,354 87,618 788,563
Cedars, The Charlotte, NC - 2,025,300 18,225,424
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION (IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- ------------------------------------------------------------------------------------------------------------------------------------
Brookside II (MD) 2,800 346,930 2,450,800 7,276,335 9,727,135
Brunswick (IL) - 4,831 199,520 1,800,513 2,000,034
Brunswick I (WV) - 17,670 241,739 2,193,325 2,435,064
Brunswick II (WV) - 9,842 202,928 1,836,196 2,039,125
Burwick Farms 2,400 250,695 1,104,600 10,182,902 11,287,502
Calais - 424,486 1,118,900 10,494,562 11,613,462
California Gardens - 8,619 105,528 958,372 1,063,900
Cambridge at Hickory Hollow 800 211,835 3,240,800 18,115,343 21,356,143
Cambridge Commons I - 23,097 179,139 1,635,349 1,814,488
Cambridge Commons II - 27,778 141,845 1,304,386 1,446,231
Cambridge Commons III - 13,875 98,125 896,999 995,124
Cambridge Village 1,300 410,179 801,300 9,172,786 9,974,086
Camden Way I - 11,408 109,240 994,564 1,103,803
Camden Way II - 1,024 105,552 950,993 1,056,545
Camellero 1,300 2,791,342 1,924,900 20,115,935 22,040,835
Camellia Court (KY) - 1,492 115,620 1,042,070 1,157,690
Camellia Court (OH) - 2,642 68,584 619,896 688,480
Camellia Court I (Col) - 4,245 133,059 1,201,774 1,334,833
Camellia Court I (Day) - 4,285 131,858 1,191,010 1,322,868
Camellia Court II (Col) - 1,315 118,421 1,067,103 1,185,524
Camellia Court II (Day) - 2,417 131,571 1,186,555 1,318,125
Candlelight I - 5,210 105,000 950,213 1,055,213
Candlelight II - 6,404 95,061 861,955 957,016
Canterbury - 2,941,680 2,781,300 29,652,931 32,434,231
Canterbury Crossings - 4,393 273,671 2,467,430 2,741,100
Canterchase 1,400 552,637 863,600 8,317,829 9,181,429
Canyon Creek (AZ) 100 381,397 834,413 6,464,444 7,298,857
Canyon Crest - 180,685 2,370,000 10,327,972 12,697,972
Canyon Crest Views - 239,927 1,744,640 17,637,121 19,381,761
Canyon Ridge - 191,180 4,869,448 12,146,244 17,015,692
Canyon Sands 16,850 510,150 1,492,750 13,946,296 15,439,046
Cardinal, The 1,200 194,770 1,281,200 12,045,327 13,326,527
Carleton Court (PA) - 3,325 128,528 1,160,081 1,288,609
Carleton Court (WV) - 2,820 196,222 1,768,822 1,965,044
Carmel Terrace - 504,482 2,288,300 21,100,763 23,389,063
Carolina Crossing 2,400 219,279 550,200 5,168,898 5,719,098
Carriage Hill - 583 131,911 1,187,779 1,319,690
Carriage Homes at Wyndham - 35,987 1,736,000 27,484,683 29,220,683
Casa Capricorn 2,600 415,546 1,262,700 11,780,639 13,043,339
Casa Ruiz 2,400 173,918 3,922,400 9,563,071 13,485,471
Cascade at Landmark 2,400 386,827 3,603,400 20,058,863 23,662,263
Catalina Shores 4,800 616,049 1,227,000 11,658,916 12,885,916
Catalina Shores (WRP) - 136,297 1,427,200 12,980,574 14,407,774
Cedar Crest 900 1,689,519 2,160,700 21,115,331 23,276,031
Cedar Hill - 6,112 204,792 1,849,243 2,054,036
Cedar Ridge (TX) 3,600 58,401 608,600 4,296,829 4,905,429
Cedargate (GA) - 1,873 205,043 1,847,264 2,052,308
Cedargate (MI) - 2,139 120,378 1,085,542 1,205,920
Cedargate (She) - 4,208 158,685 1,432,376 1,591,061
Cedargate I (Cla) - 3,128 159,599 1,439,521 1,599,120
Cedargate I (IN) - 932 191,650 1,725,785 1,917,435
Cedargate I (KY) - 9,136 165,397 1,497,705 1,663,101
Cedargate I (OH) - 7,465 240,587 2,172,746 2,413,333
Cedargate II (IN) - 501 165,041 1,485,868 1,650,909
Cedargate II (KY) - 2,459 140,895 1,270,514 1,411,409
Cedargate II (OH) - 5,656 87,618 794,219 881,837
Cedars, The 2,879 454,674 2,028,179 18,680,098 20,708,277
LIFE USED TO
COMPUTE
DESCRIPTION DEPRECIATION IN
- -----------------------------------------------------------------------------
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- -------------------------------------------------------------------------------------------
Brookside II (MD) (425,804) 1979 30 Years
Brunswick (IL) (16,411) 1986 30 Years
Brunswick I (WV) (20,211) 1986 30 Years
Brunswick II (WV) (16,777) 1987 30 Years
Burwick Farms (876,755) 1991 30 Years
Calais (1,052,951) 1986 30 Years
California Gardens (9,393) 1987 30 Years
Cambridge at Hickory Hollow (1,520,957) 1997 30 Years
Cambridge Commons I (15,364) 1986 30 Years
Cambridge Commons II (12,550) 1987 30 Years
Cambridge Commons III (8,971) 1988 30 Years
Cambridge Village (856,706) 1987 30 Years
Camden Way I (9,527) 1985 30 Years
Camden Way II (8,908) 1986 30 Years
Camellero (3,362,648) 1979 30 Years
Camellia Court (KY) (9,638) 1982 30 Years
Camellia Court (OH) (5,902) 1981 30 Years
Camellia Court I (Col) (11,185) 1981 30 Years
Camellia Court I (Day) (10,946) 1981 30 Years
Camellia Court II (Col) (9,591) 1984 30 Years
Camellia Court II (Day) (10,820) 1982 30 Years
Candlelight I (8,874) 1982 30 Years
Candlelight II (8,365) 1985 30 Years
Canterbury (5,545,041) 1986 30 Years
Canterbury Crossings (21,854) 1983 30 Years
Canterchase (1,166,563) 1985 30 Years
Canyon Creek (AZ) (1,596,443) 1986 30 Years
Canyon Crest (226,931) 1993 30 Years
Canyon Crest Views (1,274,377) 1982-1983 30 Years
Canyon Ridge (892,881) 1989 30 Years
Canyon Sands (2,061,724) 1983 30 Years
Cardinal, The (1,247,214) 1994 30 Years
Carleton Court (PA) (10,774) 1985 30 Years
Carleton Court (WV) (16,028) 1985 30 Years
Carmel Terrace (3,931,878) 1988-89 30 Years
Carolina Crossing (460,588) 1988-89 30 Years
Carriage Hill (10,920) 1985 30 Years
Carriage Homes at Wyndham (1,206,396) 1999 30 Years
Casa Capricorn (1,417,659) 1981 30 Years
Casa Ruiz (837,630) 1976-1986 30 Years
Cascade at Landmark (1,895,299) 1990 30 Years
Catalina Shores (2,439,001) 1989 30 Years
Catalina Shores (WRP) (1,246,328) 1989 30 Years
Cedar Crest (2,848,098) 1986 30 Years
Cedar Hill (16,777) 1986 30 Years
Cedar Ridge (TX) (247,895) 1980 30 Years
Cedargate (GA) (16,359) 1983 30 Years
Cedargate (MI) (9,961) 1983 30 Years
Cedargate (She) (13,045) 1984 30 Years
Cedargate I (Cla) (13,087) 1984 30 Years
Cedargate I (IN) (15,546) 1983 30 Years
Cedargate I (KY) (13,653) 1983 30 Years
Cedargate I (OH) (20,157) 1982 30 Years
Cedargate II (IN) (13,370) 1985 30 Years
Cedargate II (KY) (11,597) 1986 30 Years
Cedargate II (OH) (7,599) 1983 30 Years
Cedars, The (1,264,053) 1983 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ------------------------------------------------------------------------------------------------------------------------------------
Cedarwood (OH) Parkersburg, OH 429,100 23,916 215,243
Cedarwood I (Bel) Parkersburg, OH - 82,082 738,735
Cedarwood I (FL) Ocala, FL 742,098 119,470 1,075,226
Cedarwood I and II (IN) Elkhart, IN 1,935,444 251,745 2,265,704
Cedarwood I (KY) Lexington, KY 725,701 106,681 960,127
Cedarwood II (FL) Ocala, FL 565,693 98,372 885,352
Cedarwood II (KY) Lexington, KY 996,680 106,724 960,518
Cedarwood III (KY) Lexington, KY 851,423 102,491 922,420
Celebration Westchase Houston, TX - 2,204,590 6,667,960
Centre Lake III Miami, FL 4,746,131 685,601 6,170,412
Champion Oaks Houston, TX 6,594,689 931,900 8,389,394
Champions Club Glen Allen, VA - 954,000 12,417,167
Champion's Park Norcross, GA - 1,134,000 14,570,304
Chandler Court Chandler, AZ - 1,352,600 12,175,173
Chandler's Bay Kent, WA - 1,503,400 13,640,021
Chantecleer Lakes Naperville, IL (E) 6,688,000 16,341,986
Chaparral Largo, FL - 303,100 6,261,338
Chardonnay Park Redmond, WA 3,426,890 1,297,500 6,725,737
Charing Cross Toledo, OH 804,122 154,584 1,391,260
Charter Club Everett, WA - 998,700 9,012,305
Chartwell Court Houston, TX - 1,215,000 12,827,843
Chatelaine Park Duluth, GA - 1,818,000 24,489,671
Chatham Wood High Point, NC - 700,000 8,311,884
Chelsea Court Cleveland, OH 684,336 145,835 1,312,517
Chelsea Square Redmond, WA - 3,390,000 9,289,074
Cherry Creek I,II,&III (TN) Hermitage, TN - 2,942,345 45,483,592
Cherry Glen I & II Indianapolis, IN 3,176,114 335,596 3,020,362
Cherry Hill Seattle, WA - 700,100 6,300,112
Cherry Tree Baltimore, MD 2,009,159 352,003 3,168,025
Chestnut Hills Tacoma, WA - 756,300 6,806,635
Cheyenne Crest Colorado Springs, CO - 73,950 4,131,145
Chicksaw Crossing Orlando, FL 11,707,137 2,044,000 12,366,832
Chimneys Charlotte, NC - 904,700 8,154,674
Cierra Crest Denver, CO 21,409,834 4,800,000 34,894,898
Cimarron Ridge Denver, CO - 1,591,100 14,320,031
Cityscape South Louis Park, MN (U) 1,560,000 10,794,604
Claire Point Jacksonville, FL - 2,048,000 14,649,393
Clarion Decatur, GA - 1,501,900 13,537,919
Clarys Crossing Columbia, MD - 891,000 15,489,721
Classic, The Stamford, CT - 2,880,000 19,918,680
Clearlake Pines II Melbourne, FL 893,282 119,280 1,073,518
Clearview I Indianapolis, IN 1,091,745 182,206 1,639,850
Clearview II Indianapolis, IN - 226,963 2,042,667
Clearwater Cleveland, OH 1,036,652 128,303 1,154,728
Cloisters on the Green Lexington, KY - 187,074 1,746,721
Club at Tanasbourne Hillsboro, OR 10,981,261 3,520,000 16,271,439
Club at the Green Beaverton, OR - 2,030,150 12,622,687
Coach Lantern Scarborough, ME - 450,000 4,405,723
Coachman Trails Plymouth, MN 6,491,117 1,224,000 9,532,005
Coconut Palm Club Coconut Creek, GA - 3,000,000 17,689,319
Colinas Pointe Denver, CO (E) 1,587,400 14,285,902
Colony Place Fort Myers, FL - 1,500,000 20,920,274
Colony Woods Birmingham, AL 12,628,842 1,656,000 21,787,686
Concord Square Cincinnati, OH - 121,509 1,093,577
Concord Square (IN) Kokomo, IN 749,854 123,247 1,109,220
Concord Square I & II (OH) Mansfiled, OH 1,240,279 164,124 1,477,118
Concorde Bridge Overland Park, KS - 1,972,400 17,776,438
OST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME AND FIXTURES LAND FIXTURES (A) TOTAL (B)
- ------------------------------------------------------------------------------------------------------------------------------------
Cedarwood (OH) - 7,433 23,916 222,676 246,592
Cedarwood I (Bel) - 2,249 82,082 740,983 823,065
Cedarwood I (FL) - 5,118 119,470 1,080,344 1,199,814
Cedarwood I and II (IN) - 5,809 251,745 2,271,513 2,523,258
Cedarwood I (KY) - 6,114 106,681 966,241 1,072,922
Cedarwood II (FL) - 824 98,372 886,177 984,549
Cedarwood II (KY) - 10,626 106,724 971,144 1,077,868
Cedarwood III (KY) - 8,760 102,491 931,180 1,033,671
Celebration Westchase 100 959,088 2,204,690 7,627,048 9,831,738
Centre Lake III - 21,744 685,601 6,192,157 6,877,758
Champion Oaks - 698,062 931,900 9,087,455 10,019,355
Champions Club - 224,038 954,000 12,641,205 13,595,205
Champion's Park - 149,012 1,134,000 14,719,315 15,853,315
Chandler Court 500 1,328,359 1,353,100 13,503,532 14,856,632
Chandler's Bay 3,500 1,114,241 1,506,900 14,754,262 16,261,162
Chantecleer Lakes 1,400 421,596 6,689,400 16,763,582 23,452,982
Chaparral - 3,178,219 303,100 9,439,557 9,742,656
Chardonnay Park - 63,719 1,297,500 6,789,456 8,086,956
Charing Cross - 1,200 154,584 1,392,460 1,547,044
Charter Club 2,400 330,203 1,001,100 9,342,507 10,343,607
Chartwell Court 700 137,139 1,215,700 12,964,982 14,180,682
Chatelaine Park - 126,922 1,818,000 24,616,593 26,434,593
Chatham Wood - 158,743 700,000 8,470,627 9,170,627
Chelsea Court - 2,496 145,835 1,315,014 1,460,849
Chelsea Square 7,100 75,975 3,397,100 9,365,049 12,762,149
Cherry Creek I,II,&III (TN) - 38,332 2,942,345 45,521,924 48,464,269
Cherry Glen I & II - 15,041 335,596 3,035,402 3,370,998
Cherry Hill - 93,802 700,100 6,393,914 7,094,014
Cherry Tree - 8,880 352,003 3,176,905 3,528,908
Chestnut Hills - 166,132 756,300 6,972,767 7,729,067
Cheyenne Crest 100 749,398 74,050 4,880,543 4,954,593
Chicksaw Crossing - 146,530 2,044,000 12,513,362 14,557,362
Chimneys 2,400 434,384 907,100 8,589,058 9,496,158
Cierra Crest 3,100 180,735 4,803,100 35,075,632 39,878,732
Cimarron Ridge - 951,302 1,591,100 15,271,333 16,862,433
Cityscape 3,200 184,970 1,563,200 10,979,573 12,542,773
Claire Point - 214,007 2,048,000 14,863,400 16,911,400
Clarion 2,400 107,696 1,504,300 13,645,616 15,149,916
Clarys Crossing - 98,932 891,000 15,588,653 16,479,653
Classic, The 3,500 313,369 2,883,500 20,232,050 23,115,550
Clearlake Pines II - 1,967 119,280 1,075,484 1,194,764
Clearview I - 4,333 182,206 1,644,183 1,826,388
Clearview II - 5,337 226,963 2,048,005 2,274,968
Clearwater - 2,234 128,303 1,156,962 1,285,265
Cloisters on the Green - 2,315,324 187,074 4,062,045 4,249,119
Club at Tanasbourne 1,300 712,875 3,521,300 16,984,314 20,505,614
Club at the Green 800 610,142 2,030,950 13,232,829 15,263,779
Coach Lantern 2,900 109,901 452,900 4,515,624 4,968,524
Coachman Trails 3,000 163,946 1,227,000 9,695,951 10,922,951
Coconut Palm Club 1,700 322,508 3,001,700 18,011,827 21,013,527
Colinas Pointe - 286,023 1,587,400 14,571,925 16,159,325
Colony Place - 194,577 1,500,000 21,114,851 22,614,851
Colony Woods 1,300 101,463 1,657,300 21,889,148 23,546,448
Concord Square - 1,138 121,509 1,094,715 1,216,223
Concord Square (IN) - 4,837 123,247 1,114,057 1,237,303
Concord Square I & II (OH) - 4,349 164,124 1,481,466 1,645,590
Concorde Bridge 2,400 535,564 1,974,800 18,312,002 20,286,802
LIFE USED TO
COMPUTE
DESCRIPTION DEPRECIATION IN
- -------------------------------------------------------------------------------------
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- -------------------------------------------------------------------------------------
Cedarwood (OH) (2,513) 1982 30 Years
Cedarwood I (Bel) (6,987) 1980 30 Years
Cedarwood I (FL) (10,037) 1978 30 Years
Cedarwood I and II (IN) (20,481) 1983/84 30 Years
Cedarwood I (KY) (9,053) 1984 30 Years
Cedarwood II (FL) (8,056) 1980 30 Years
Cedarwood II (KY) (9,205) 1986 30 Years
Cedarwood III (KY) (8,704) 1986 30 Years
Celebration Westchase (2,157,668) 1979 30 Years
Centre Lake III (55,787) 1986 30 Years
Champion Oaks (1,876,080) 1984 30 Years
Champions Club (574,482) 1988 30 Years
Champion's Park (672,437) 1987 30 Years
Chandler Court (1,968,600) 1987 30 Years
Chandler's Bay (2,950,212) 1989 30 Years
Chantecleer Lakes (1,399,079) 1986 30 Years
Chaparral (6,636,364) 1976 30 Years
Chardonnay Park (597,014) 1982-1989 30 Years
Charing Cross (12,732) 1978 30 Years
Charter Club (2,031,374) 1991 30 Years
Chartwell Court (960,130) 1995 30 Years
Chatelaine Park (1,092,990) 1995 30 Years
Chatham Wood (408,826) 1986 30 Years
Chelsea Court (12,049) 1981 30 Years
Chelsea Square (502,839) 1991 30 Years
Cherry Creek I,II,&III (TN) (1,315,473) 1986/96 30 Years
Cherry Glen I & II (27,894) 1986/87 30 Years
Cherry Hill (608,893) 1991 30 Years
Cherry Tree (28,275) 1986 30 Years
Chestnut Hills (701,302) 1991 30 Years
Cheyenne Crest (1,332,855) 1984 30 Years
Chicksaw Crossing (587,728) 1986 30 Years
Chimneys (757,432) 1974 30 Years
Cierra Crest (2,574,457) 1996 30 Years
Cimarron Ridge (1,569,561) 1984 30 Years
Cityscape (798,782) 1990 30 Years
Claire Point (679,020) 1986 30 Years
Clarion (1,107,543) 1990 30 Years
Clarys Crossing (698,024) 1984 30 Years
Classic, The (1,599,059) 1990 30 Years
Clearlake Pines II (9,861) 1985 30 Years
Clearview I (14,950) 1986 30 Years
Clearview II (18,479) 1987 30 Years
Clearwater (10,381) 1986 30 Years
Cloisters on the Green (2,989,242) 1974 30 Years
Club at Tanasbourne (1,720,349) 1990 30 Years
Club at the Green (1,388,047) 1991 30 Years
Coach Lantern (314,592) 1971/1981 30 Years
Coachman Trails (520,267) 1987 30 Years
Coconut Palm Club (1,038,093) 1992 30 Years
Colinas Pointe (1,396,068) 1986 30 Years
Colony Place (950,675) 1991 30 Years
Colony Woods (1,164,356) 1991/1994 30 Years
Concord Square (9,967) 1982 30 Years
Concord Square (IN) (10,217) 1983 30 Years
Concord Square I & II (OH) (13,691) 1981/83 30 Years
Concorde Bridge (1,507,828) 1973 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ------------------------------------------------------------------------------------------------------------------------------------
Conway Station Orlando, FL - 1,936,000 10,852,858
Copper Canyon Denver, CO - 1,443,000 16,064,368
Copper Creek Phoenix, AZ - 1,017,400 9,148,068
Copper Hill Bedford, TX - 1,020,000 6,001,680
Copper Terrace Orlando, FL - 1,200,000 17,887,868
Copperfield San Antonio, TX - 791,200 7,121,171
Country Brook Chandler, AZ (O) 1,505,219 29,542,535
Country Club Place (FL) Pembroke Pines, FL - 912,000 10,016,543
Country Club Village Seattle, WA - 1,150,500 10,352,179
Country Gables Beaverton, OR 8,204,727 1,580,500 14,248,239
Country Ridge Farmington Hills, MI (U) 1,605,800 14,599,936
Countryside San Antonio, TX - 667,500 6,008,259
Countryside I Daytona Beach, FL - 136,665 1,229,981
Countryside II Daytona Beach, FL - 234,633 2,111,700
Countryside Manor Atlanta, GA 1,163,328 298,186 2,683,678
Coventry at Cityview Fort Worth, TX - 2,160,000 23,072,847
Creekside (San Mateo) San Mateo, CA 14,503,372 9,600,000 21,193,232
Creekside Homes at Legacy Plano. TX - 4,560,000 32,275,748
Creekside Village Mountlake Terrace, WA 14,826,887 2,802,900 25,270,594
Creekwood Charlotte, NC - 1,859,300 16,740,569
Crescent at Cherry Creek Denver, CO (E) 2,592,000 15,149,470
Cross Creek Charlotte, NC 12,628,842 3,150,000 20,299,439
Crossing at Green Valley Las Vegas, NV 10,214,792 2,408,500 21,673,209
Crosswinds St. Petersburg, FL - 1,561,200 5,777,205
Crown Court Phoenix, AZ - 3,156,600 28,414,599
Crystal Creek Phoenix, AZ - 952,900 8,581,704
Crystal Village Attleboro, MA - 1,365,000 4,992,817
Cypress Panama City, FL 1,421,807 171,882 1,546,941
Cypress Cove Melbourne, FL - 1,630,000 19,020,939
Cypress Point Las Vegas, NV - 953,800 8,636,551
Daniel Court Cincinnati, OH 2,339,616 334,101 3,006,906
Dartmouth Place I Akron, OH - 151,771 1,365,939
Dartmouth Place II Akron, OH 835,726 130,102 1,170,914
Dartmouth Woods Denver, CO 4,283,469 1,608,000 10,832,754
Dawntree Carrollton, TX - 1,204,600 10,851,833
Deerbrook Jacksonville, FL - 1,008,000 8,845,716
Deerwood (Corona) Corona, CA - 4,740,000 20,313,008
Deerwood (FL) Orlando, FL 874,672 114,948 1,034,533
Deerwood (SD) San Diego, CA - 2,075,700 18,740,815
Deerwood Meadows Greensboro, NC - 986,643 7,204,362
Defoor Village Atlanta, GA - 2,964,000 10,573,374
Del Coronado Mesa, AZ (N) 1,963,200 17,680,640
Desert Park Las Vegas, NV - 1,085,400 9,759,958
Desert Sands Phoenix, AZ - 1,464,200 13,331,581
Dogwood Glen I Indianpolis, IN 1,750,348 240,855 2,167,693
Dogwood Glen II Indianpolis, IN 1,364,537 202,397 1,821,571
Dos Caminos Phoenix, AZ - 1,727,900 15,567,778
Dover Place I Cleveland, OH 1,126,709 244,294 2,198,644
Dover Place II Cleveland, OH 1,623,551 230,895 2,078,058
Dover Place III Cleveland, OH 769,313 119,835 1,078,516
Dover Place IV Cleveland, OH 1,868,332 261,912 2,357,208
Driftwood Jacksonville, FL 346,206 126,357 1,137,216
Duraleigh Woods Raleigh, NC - 1,629,000 19,917,750
Eagle Canyon Chino Hills, CA - 1,806,800 16,279,860
Eagle Rim Redmond, WA - 976,200 8,801,849
East Pointe Charlotte, NC 9,324,851 1,364,100 12,295,246
Edgewood Woodinville, WA 5,765,994 1,068,200 9,632,980
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION (IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- ------------------------------------------------------------------------------------------------------------------------------------
Conway Station - 119,516 1,936,000 10,972,375 12,908,375
Copper Canyon - 10,517 1,443,000 16,074,885 17,517,885
Copper Creek - 304,674 1,017,400 9,452,742 10,470,142
Copper Hill 1,800 370,936 1,021,800 6,372,616 7,394,416
Copper Terrace - 387,322 1,200,000 18,275,190 19,475,190
Copperfield - 437,383 791,200 7,558,554 8,349,754
Country Brook - 273,686 1,505,219 29,816,221 31,321,440
Country Club Place (FL) - 318,621 912,000 10,335,164 11,247,164
Country Club Village - 526,284 1,150,500 10,878,463 12,028,963
Country Gables 1,200,000 481,350 2,780,500 14,729,589 17,510,089
Country Ridge 16,150 550,397 1,621,950 15,150,333 16,772,283
Countryside 100 412,423 667,600 6,420,682 7,088,282
Countryside I - 16,073 136,665 1,246,054 1,382,719
Countryside II - 8,391 234,633 2,120,091 2,354,724
Countryside Manor - 52,218 298,186 2,735,896 3,034,083
Coventry at Cityview - 98,094 2,160,000 23,170,941 25,330,941
Creekside (San Mateo) 6,600 135,586 9,606,600 21,328,817 30,935,417
Creekside Homes at Legacy - 105,379 4,560,000 32,381,127 36,941,127
Creekside Village 4,700 1,380,117 2,807,600 26,650,711 29,458,311
Creekwood 2,400 291,533 1,861,700 17,032,101 18,893,801
Crescent at Cherry Creek 2,000 203,737 2,594,000 15,353,207 17,947,207
Cross Creek 1,600 226,589 3,151,600 20,526,028 23,677,628
Crossing at Green Valley - 559,613 2,408,500 22,232,822 24,641,322
Crosswinds - 528,718 1,561,200 6,305,923 7,867,123
Crown Court - 822,085 3,156,600 29,236,684 32,393,284
Crystal Creek 600 689,464 953,500 9,271,168 10,224,668
Crystal Village 4,000 222,939 1,369,000 5,215,756 6,584,756
Cypress - 5,514 171,882 1,552,455 1,724,337
Cypress Cove - 121,373 1,630,000 19,142,312 20,772,312
Cypress Point 5,890 660,432 959,690 9,296,983 10,256,673
Daniel Court - 48,439 334,101 3,055,345 3,389,446
Dartmouth Place I - 673 151,771 1,366,612 1,518,383
Dartmouth Place II - 1,258 130,102 1,172,172 1,302,273
Dartmouth Woods 1,800 170,582 1,609,800 11,003,336 12,613,136
Dawntree 900 1,957,423 1,205,500 12,809,256 14,014,756
Deerbrook - 268,237 1,008,000 9,113,953 10,121,953
Deerwood (Corona) 2,200 443,272 4,742,200 20,756,280 25,498,480
Deerwood (FL) - 2,643 114,948 1,037,176 1,152,124
Deerwood (SD) 6,395 3,100,942 2,082,095 21,841,758 23,923,853
Deerwood Meadows 100 673,335 986,743 7,877,697 8,864,440
Defoor Village 2,400 73,350 2,966,400 10,646,725 13,613,125
Del Coronado 1,200 970,090 1,964,400 18,650,730 20,615,130
Desert Park - 670,709 1,085,400 10,430,667 11,516,067
Desert Sands 16,850 1,139,193 1,481,050 14,470,774 15,951,824
Dogwood Glen I - 8,496 240,855 2,176,189 2,417,043
Dogwood Glen II - 6,718 202,397 1,828,289 2,030,685
Dos Caminos - 644,151 1,727,900 16,211,929 17,939,829
Dover Place I - 4,301 244,294 2,202,945 2,447,239
Dover Place II - 644 230,895 2,078,702 2,309,597
Dover Place III - 51 119,835 1,078,567 1,198,402
Dover Place IV - 117 261,912 2,357,325 2,619,236
Driftwood - 3,381 126,357 1,140,597 1,266,955
Duraleigh Woods - 816,697 1,629,000 20,734,447 22,363,447
Eagle Canyon 2,100 374,756 1,808,900 16,654,615 18,463,515
Eagle Rim 1,600 586,880 977,800 9,388,729 10,366,529
East Pointe 1,800 1,204,794 1,365,900 13,500,040 14,865,940
Edgewood 1,900 482,907 1,070,100 10,115,887 11,185,987
LIFE USED TO
COMPUTE
DESCRIPTION DEPRECIATION IN
- --------------------------------------------------------------------------------------
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- --------------------------------------------------------------------------------------
Conway Station (512,582) 1987 30 Years
Copper Canyon (464,397) 1999 30 Years
Copper Creek (898,503) 1984 30 Years
Copper Hill (387,204) 1983 30 Years
Copper Terrace (827,643) 1989 30 Years
Copperfield (843,648) 1984 30 Years
Country Brook (2,166,522) 1986-1996 30 Years
Country Club Place (FL) (480,928) 1987 30 Years
Country Club Village (1,016,737) 1991 30 Years
Country Gables (1,571,653) 1991 30 Years
Country Ridge (2,092,845) 1986 30 Years
Countryside (698,035) 1980 30 Years
Countryside I (11,733) 1982 30 Years
Countryside II (19,424) 1982 30 Years
Countryside Manor (24,672) 1985 30 Years
Coventry at Cityview (1,032,613) 1996 30 Years
Creekside (San Mateo) (1,126,487) 1985 30 Years
Creekside Homes at Legacy (1,420,194) 1998 30 Years
Creekside Village (5,117,588) 1987 30 Years
Creekwood (1,441,955) 1987-1990 30 Years
Crescent at Cherry Creek (1,201,679) 1994 30 Years
Cross Creek (1,165,524) 1989 30 Years
Crossing at Green Valley (2,105,455) 1986 30 Years
Crosswinds (637,241) 1986 30 Years
Crown Court (2,810,106) 1987 30 Years
Crystal Creek (1,723,802) 1985 30 Years
Crystal Village (386,720) 1974 30 Years
Cypress (14,243) 1985 30 Years
Cypress Cove (867,992) 1990 30 Years
Cypress Point (1,999,455) 1989 30 Years
Daniel Court (28,239) 1985 30 Years
Dartmouth Place I (12,284) 1982 30 Years
Dartmouth Place II (10,597) 1986 30 Years
Dartmouth Woods (1,104,796) 1990 30 Years
Dawntree (2,696,547) 1982 30 Years
Deerbrook (428,249) 1983 30 Years
Deerwood (Corona) (1,709,155) 1992 30 Years
Deerwood (FL) (9,520) 1982 30 Years
Deerwood (SD) (4,942,798) 1990 30 Years
Deerwood Meadows (2,048,569) 1986 30 Years
Defoor Village (589,285) 1997 30 Years
Del Coronado (3,191,774) 1985 30 Years
Desert Park (1,742,920) 1987 30 Years
Desert Sands (2,077,285) 1982 30 Years
Dogwood Glen I (19,715) 1986 30 Years
Dogwood Glen II (16,643) 1987 30 Years
Dos Caminos (1,563,082) 1983 30 Years
Dover Place I (19,485) 1982 30 Years
Dover Place II (18,414) 1983 30 Years
Dover Place III (9,489) 1983 30 Years
Dover Place IV (20,848) 1986 30 Years
Driftwood (10,643) 1985 30 Years
Duraleigh Woods (948,536) 1987 30 Years
Eagle Canyon (2,016,417) 1985 30 Years
Eagle Rim (1,880,558) 1986-88 30 Years
East Pointe (3,183,576) 1987 30 Years
Edgewood (2,038,593) 1986 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ------------------------------------------------------------------------------------------------------------------------------------
Elmtree Park I Indianpolis, IN 1,488,803 157,687 1,419,184
Elmtree Park II Indianpolis, IN 935,749 114,114 1,027,027
Elmwood (GA) Atlanta, GA 828,235 183,756 1,653,808
Elmwood I (FL) W. Palm Beach, FL 1,338,661 163,389 1,470,498
Elmwood II (FL) W. Palm Beach, FL 1,339,923 179,743 1,617,691
Emerald Bay Winter Park, FL - 2,160,000 13,549,968
Emerald Place Bermuda Dunes, CA - 954,400 8,609,599
Emerson Place Combined Boston, MA - 14,850,000 57,582,798
Enclave, The Tempe, AZ (P) 1,500,192 19,281,399
English Hills Charlotte, NC - 1,260,000 12,554,291
Esprit Del Sol Solana Beach, CA - 5,110,000 11,913,045
Essex Place Overland Park, KS - 1,831,900 16,513,586
Essex Place (FL) Tampa, FL - 1,188,000 7,106,384
Estate at Quarry Lake Austin, TX 12,454,239 1,963,000 18,972,537
Ethans Glen III Kansas City, MO 2,366,364 244,100 2,221,562
Ethans Ridge I Kansas City, MO 16,232,216 1,945,900 17,563,769
Ethans Ridge II Kansas City, MO 10,991,981 1,465,500 13,176,233
Fairfield Combined Stamford, CT - 6,500,000 39,425,167
Fairland Gardens Silver Spring, MD - 6,000,000 19,978,402
Falls Tampa, FL - 1,440,000 8,445,778
Farmington Gates Germantown, TN - 969,700 8,786,180
Farnham Park Houston, TX 11,356,588 1,512,000 14,234,419
Fernbrook Townhomes Plymouth, MN 5,196,328 576,000 6,683,693
Fielder Crossing Arlington, TX 3,373,279 714,000 3,935,453
Firdale Village Seattle, WA - 2,279,400 20,496,049
Fireside Park Rockville, MD 8,749,542 4,248,000 10,099,286
Forest Glen Pensacola, FL 1,078,228 161,548 1,453,936
Forest Place Tampa, FL 10,594,977 1,708,000 8,612,029
Forest Ridge I & II Arlington, TX - 2,339,300 21,266,573
Forest Valley San Antonio, TX - 590,000 5,310,328
Forest Village Macon, GA 1,231,993 224,022 2,016,196
Forsythia Court (KY) Louisville, KY 1,926,833 279,450 2,515,053
Forsythia Court (MD) Baltimore, MD 2,085,646 251,955 2,267,597
Forsythia Court II (MD) Baltimore, MD 2,320,497 239,834 2,158,502
Fountain Creek Phoenix, AZ - 686,000 6,177,920
Fountain Place I Eden Prairie, MN 24,676,652 2,399,900 21,678,609
Fountain Place II Eden Prairie, MN 12,612,600 1,226,500 11,087,407
Fountainhead Combined San Antonio, TX (S) 3,617,449 14,131,386
Fountains at Flamingo Las Vegas, NV - 3,180,900 28,650,076
Four Lakes Lisle, IL 10,344,569 2,465,000 13,091,599
Four Lakes 5 Lisle, IL (S) 600,000 18,717,933
Fox Run (WA) Federal Way, WA - 638,500 5,760,413
Foxchase Grand Prairie, TX - 781,500 7,621,196
Foxcroft Scarborough, ME - 520,000 4,527,409
Foxhaven Canton, OH 1,816,369 256,821 2,311,388
Foxton (MI) Detriot, MI 897,474 156,363 1,407,262
Foxton II (OH) Dayton, OH 1,381,197 165,806 1,492,250
Garden Court Detriot, MI 2,123,809 351,532 3,163,785
Garden Lake Riverdale, GA - 1,464,500 13,186,716
Garden Terrace I Tampa, FL 593,409 93,144 838,295
Garden Terrace II Tampa, FL 678,182 97,120 874,077
Gatehouse at Pine Lake Plantation , FL - 1,886,200 17,070,795
Gatehouse on the Green Pembroke Pines, FL - 2,216,800 20,056,270
Gates at Carlson Center Minnetonka, MN (Q) 4,350,000 23,802,817
Gates of Redmond Redmond, WA 6,222,662 2,305,600 12,122,006
Gateway Villas Scottsdale, AZ - 1,431,048 14,926,833
Geary Court Yard San Francisco, CA 17,709,692 1,719,400 15,606,269
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION (IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- ------------------------------------------------------------------------------------------------------------------------------------
Elmtree Park I - 4,451 157,687 1,423,636 1,581,323
Elmtree Park II - 7,967 114,114 1,034,995 1,149,109
Elmwood (GA) - 5,018 183,756 1,658,826 1,842,583
Elmwood I (FL) - 5,064 163,389 1,475,562 1,638,951
Elmwood II (FL) - 1,787 179,743 1,619,478 1,799,221
Emerald Bay 1,600 766,134 2,161,600 14,316,102 16,477,702
Emerald Place 2,100 658,459 956,500 9,268,058 10,224,558
Emerson Place Combined 5,000 936,486 14,855,000 58,519,284 73,374,284
Enclave, The - 124,309 1,500,192 19,405,708 20,905,900
English Hills - 241,048 1,260,000 12,795,339 14,055,339
Esprit Del Sol 1,200 153,817 5,111,200 12,066,862 17,178,062
Essex Place 3,500 2,347,676 1,835,400 18,861,261 20,696,661
Essex Place (FL) - 122,091 1,188,000 7,228,476 8,416,476
Estate at Quarry Lake - 179,131 1,963,000 19,151,668 21,114,668
Ethans Glen III 2,400 94,857 246,500 2,316,420 2,562,920
Ethans Ridge I 2,400 706,019 1,948,300 18,269,788 20,218,088
Ethans Ridge II 2,635 231,760 1,468,135 13,407,993 14,876,128
Fairfield Combined 10,200 187,599 6,510,200 39,612,765 46,122,965
Fairland Gardens - 370,801 6,000,000 20,349,202 26,349,202
Falls - 170,773 1,440,000 8,616,551 10,056,551
Farmington Gates 4,098 478,095 973,798 9,264,274 10,238,072
Farnham Park 600 158,866 1,512,600 14,393,284 15,905,884
Fernbrook Townhomes 4,100 - 580,100 6,683,693 7,263,793
Fielder Crossing 4,100 39,730 718,100 3,975,183 4,693,283
Firdale Village - 499,849 2,279,400 20,995,897 23,275,297
Fireside Park - 82,030 4,248,000 10,181,316 14,429,316
Forest Glen - 12,777 161,548 1,466,713 1,628,262
Forest Place - 235,685 1,708,000 8,847,714 10,555,714
Forest Ridge I & II 23,400 1,254,610 2,362,700 22,521,183 24,883,883
Forest Valley - 197,987 590,000 5,508,315 6,098,315
Forest Village - 3,762 224,022 2,019,958 2,243,980
Forsythia Court (KY) - 4,253 279,450 2,519,306 2,798,756
Forsythia Court (MD) - 2,310 251,955 2,269,907 2,521,862
Forsythia Court II (MD) - 4,356 239,834 2,162,858 2,402,691
Fountain Creek 500 423,043 686,500 6,600,963 7,287,463
Fountain Place I 5,168 503,200 2,405,068 22,181,809 24,586,877
Fountain Place II 4,850 205,532 1,231,350 11,292,939 12,524,289
Fountainhead Combined - 1,344,210 3,617,449 15,475,596 19,093,045
Fountains at Flamingo 2,200 782,801 3,183,100 29,432,877 32,615,977
Four Lakes - 8,785,388 2,465,000 21,876,987 24,341,987
Four Lakes 5 - 1,397,362 600,000 20,115,295 20,715,295
Fox Run (WA) 1,200 569,763 639,700 6,330,175 6,969,875
Foxchase 200 549,368 781,700 8,170,564 8,952,264
Foxcroft 3,400 180,361 523,400 4,707,770 5,231,170
Foxhaven - 3,619 256,821 2,315,007 2,571,828
Foxton (MI) - 3,896 156,363 1,411,159 1,567,521
Foxton II (OH) - 5,268 165,806 1,497,518 1,663,324
Garden Court - 4,343 351,532 3,168,128 3,519,660
Garden Lake 2,400 319,603 1,466,900 13,506,319 14,973,219
Garden Terrace I - 4,504 93,144 842,799 935,943
Garden Terrace II - 9,394 97,120 883,471 980,591
Gatehouse at Pine Lake 10,400 514,172 1,896,600 17,584,967 19,481,567
Gatehouse on the Green 11,400 637,607 2,228,200 20,693,877 22,922,077
Gates at Carlson Center 5,200 638,657 4,355,200 24,441,474 28,796,674
Gates of Redmond 500 266,081 2,306,100 12,388,087 14,694,187
Gateway Villas - 88,014 1,431,048 15,014,847 16,445,895
Geary Court Yard 3,000 219,655 1,722,400 15,825,925 17,548,325
LIFE USED TO
COMPUTE
DESCRIPTION DEPRECIATION IN
- ----------------------------------------------------------------------------------
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- ----------------------------------------------------------------------------------
Elmtree Park I (13,162) 1986 30 Years
Elmtree Park II (9,742) 1987 30 Years
Elmwood (GA) (14,713) 1984 30 Years
Elmwood I (FL) (13,308) 1984 30 Years
Elmwood II (FL) (14,376) 1984 30 Years
Emerald Bay (1,107,336) 1972 30 Years
Emerald Place (2,146,222) 1988 30 Years
Emerson Place Combined (3,413,919) 1962 30 Years
Enclave, The (1,389,414) 1994 30 Years
English Hills (602,187) 1984 30 Years
Esprit Del Sol (595,282) 1986 30 Years
Essex Place (4,115,387) 1970-84 30 Years
Essex Place (FL) (334,076) 1989 30 Years
Estate at Quarry Lake (865,054) 1995 30 Years
Ethans Glen III (183,034) 1990 30 Years
Ethans Ridge I (1,431,763) 1988 30 Years
Ethans Ridge II (1,024,418) 1990 30 Years
Fairfield Combined (2,423,749) 1996 30 Years
Fairland Gardens (582,927) 1981 30 Years
Falls (414,270) 1985 30 Years
Farmington Gates (723,242) 1976 30 Years
Farnham Park (989,376) 1996 30 Years
Fernbrook Townhomes (328,876) 1993 30 Years
Fielder Crossing (230,318) 1980 30 Years
Firdale Village (2,040,106) 1986 30 Years
Fireside Park (362,944) 1961 30 Years
Forest Glen (13,625) 1986 30 Years
Forest Place (439,668) 1985 30 Years
Forest Ridge I & II (3,355,354) 1984/85 30 Years
Forest Valley (581,196) 1983 30 Years
Forest Village (18,298) 1983 30 Years
Forsythia Court (KY) (22,721) 1985 30 Years
Forsythia Court (MD) (20,235) 1986 30 Years
Forsythia Court II (MD) (19,421) 1987 30 Years
Fountain Creek (1,204,197) 1984 30 Years
Fountain Place I (1,673,205) 1989 30 Years
Fountain Place II (840,451) 1989 30 Years
Fountainhead Combined (6,874,617) 1985/1987 30 Years
Fountains at Flamingo (5,583,649) 1989-91 30 Years
Four Lakes (11,901,961) 1968/1988* 30 Years
Four Lakes 5 (7,936,713) 1968/1988* 30 Years
Fox Run (WA) (1,374,796) 1988 30 Years
Foxchase (851,504) 1983 30 Years
Foxcroft (324,960) 1977/1979 30 Years
Foxhaven (21,160) 1986 30 Years
Foxton (MI) (12,682) 1983 30 Years
Foxton II (OH) (13,965) 1983 30 Years
Garden Court (28,179) 1988 30 Years
Garden Lake (1,136,899) 1991 30 Years
Garden Terrace I (8,090) 1981 30 Years
Garden Terrace II (8,688) 1982 30 Years
Gatehouse at Pine Lake (2,031,874) 1990 30 Years
Gatehouse on the Green (2,382,963) 1990 30 Years
Gates at Carlson Center (1,573,137) 1989 30 Years
Gates of Redmond (1,083,369) 1979 30 Years
Gateway Villas (1,081,046) 1995 30 Years
Geary Court Yard (1,148,571) 1990 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ------------------------------------------------------------------------------------------------------------------------------------
Gentian Oaks Columbus, GA 1,203,778 169,268 1,523,416
Georgian Woods Combined (REIT) Wheaton, MD 18,590,806 5,034,000 28,817,818
Glen Arm Manor Albany, GA 1,167,058 166,498 1,498,486
Glen Eagle Greenville, SC - 833,500 7,523,244
GlenGarry Club Bloomingdale, IL (Q) 3,125,000 15,807,889
Glenlake Glendale Heights. IL 14,845,000 5,040,000 16,671,970
Glenridge Colorado Springs, CO (F) 884,688 4,650,939
Glenview Huntsville, AL 1,647,376 184,451 1,660,061
Glenwood Village Macon, GA 1,096,813 167,779 1,510,009
Governor's Pointe Roswell, GA (E) 3,744,000 24,520,965
Granada Highlands Malden, MA - 28,210,000 99,956,182
Grandview I & II Las Vegas, NV - 2,325,600 15,527,187
Greenbriar Glen Altlanta, GA 1,538,287 227,701 2,049,311
Greengate Marietta, GA - 132,979 1,526,005
Greenglen (Day) Dayton, OH 1,141,512 204,289 1,838,604
Greenglen II (Lim) Lima, OH 891,704 87,335 786,015
Greenglen II (Tol) Toledo, OH 814,863 162,264 1,460,373
Greenhaven Union City, CA 10,857,291 7,500,000 15,210,399
Greenhouse - Frey Road Atlanta, GA (S) 2,464,900 22,187,443
Greenhouse - Holcomb Bridge Atlanta, GA (S) 2,142,400 19,291,427
Greenhouse - Roswell Atlanta, GA (S) 1,217,500 10,974,727
Greentree 1 Glen Burnie, MD 11,761,074 3,912,968 11,799,657
Greentree 2 Glen Burnie, MD - 2,700,000 8,261,634
Greentree 3 Glen Burnie, MD 7,245,399 2,380,443 7,294,085
Greenwich Woods Silver Spring, MD 18,426,770 3,095,700 29,226,035
Greenwood Village Tempe, AZ (O) 2,118,781 17,274,216
Grey Eagle Greenville, SC - 725,200 6,547,650
Greystone Atlanta, GA - 2,250,000 5,207,079
Gwinnett Crossing Duluth, GA - 2,632,000 32,016,496
Hall Place Quincy, MA - 3,150,000 5,121,950
Hammock's Place Miami, FL (F) 319,080 12,513,467
Hampshire Court Ft. Wayne, IN - 101,297 911,672
Hampshire II Cleveland, OH 860,000.00 126,231 1,136,082
Hamptons Tacoma, WA 5,857,832 1,119,200 10,075,844
Harbinwood Atlanta, GA 1,627,164 236,761 2,130,849
Harbor Pointe Milwaukee, WI 12,000,000 2,975,000 22,096,546
Harborview San Pedro, CA 12,104,725 6,400,000 12,633,175
Harrison Park Tucson, AZ (O) 1,265,094 16,342,322
Hartwick Anderson, IN 727,948 123,791 1,114,115
Harvest Grove Conyers, GA - 752,000 18,717,899
Harvest Grove I Columbus, OH 1,637,684 170,334 1,533,007
Harvest Grove II Columbus, OH 1,076,969 148,792 1,339,124
Hatcherway Jacksonville, GA 745,042 96,885 871,969
Hathaway Long Beach, CA - 2,512,200 22,611,912
Hayfield Park Cincinnati, KY 1,577,277 261,457 2,353,111
Haywood Pointe Greenville, SC - 480,000 9,163,271
Hearthstone San Antonio, TX - 1,035,700 3,525,388
Heathmoore (Eva) Evansville, IN 1,155,071 162,375 1,461,371
Heathmoore (KY) Louisville, KY 927,105 156,840 1,411,559
Heathmoore (MI) Detriot, MI 1,725,257 227,105 2,043,945
Heathmoore I (IN) Indianapolis, IN 1,229,295 144,557 1,301,010
Heathmoore I (MI) Detriot, MI 1,564,304 232,064 2,088,575
Heathmoore II (MI) Detriot, MI 918,553 170,433 1,533,893
Heritage, The Phoenix, AZ (O) 1,211,205 13,136,903
Heron Cove Coral Springs, FL - 823,000 8,114,762
Heron Landing (J) Lauderhill, FL - 707,100 6,406,776
Heron Pointe Boynton Beach, FL - 1,546,700 7,804,414
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION (IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- ------------------------------------------------------------------------------------------------------------------------------------
Gentian Oaks - 2,617 169,268 1,526,034 1,695,302
Georgian Woods Combined (REIT) 4,400 1,956,090 5,038,400 30,773,909 35,812,309
Glen Arm Manor - 5,299 166,498 1,503,786 1,670,284
Glen Eagle 2,400 138,654 835,900 7,661,897 8,497,797
GlenGarry Club 4,700 750,843 3,129,700 16,558,731 19,688,431
Glenlake 1,700 572,258 5,041,700 17,244,228 22,285,928
Glenridge 100 607,958 884,788 5,258,897 6,143,685
Glenview - 22,546 184,451 1,682,607 1,867,058
Glenwood Village - 8,499 167,779 1,518,508 1,686,287
Governor's Pointe 2,600 813,249 3,746,600 25,334,214 29,080,814
Granada Highlands - (138,357) 28,210,000 99,817,825 128,027,825
Grandview I & II 7,700 233,024 2,333,300 15,760,211 18,093,511
Greenbriar Glen - 5,965 227,701 2,055,276 2,282,977
Greengate - 1,349,931 132,979 2,875,936 3,008,915
Greenglen (Day) - 5,377 204,289 1,843,980 2,048,270
Greenglen II (Lim) - 1,024 87,335 787,039 874,374
Greenglen II (Tol) - 2,255 162,264 1,462,628 1,624,891
Greenhaven 7,000 147,711 7,507,000 15,358,110 22,865,110
Greenhouse - Frey Road 2,300 1,629,230 2,467,200 23,816,673 26,283,873
Greenhouse - Holcomb Bridge 900 1,429,246 2,143,300 20,720,674 22,863,974
Greenhouse - Roswell 2,500 1,023,254 1,220,000 11,997,982 13,217,982
Greentree 1 - 195,706 3,912,968 11,995,363 15,908,331
Greentree 2 - 72,591 2,700,000 8,334,225 11,034,225
Greentree 3 - 62,104 2,380,443 7,356,189 9,736,632
Greenwich Woods 5,300 2,496,472 3,101,000 31,722,507 34,823,507
Greenwood Village - 468,585 2,118,781 17,742,801 19,861,582
Grey Eagle 2,400 126,075 727,600 6,673,725 7,401,325
Greystone 2,000 345,842 2,252,000 5,552,921 7,804,921
Gwinnett Crossing - 331,101 2,632,000 32,347,597 34,979,597
Hall Place 800 30,725 3,150,800 5,152,674 8,303,474
Hammock's Place 100 684,686 319,180 13,198,153 13,517,333
Hampshire Court - 1,812 101,297 913,484 1,014,780
Hampshire II - 2,529 126,231 1,138,612 1,264,843
Hamptons - 250,024 1,119,200 10,325,869 11,445,069
Harbinwood - 5,012 236,761 2,135,861 2,372,622
Harbor Pointe 4,800 937,057 2,979,800 23,033,603 26,013,403
Harborview 2,500 260,840 6,402,500 12,894,015 19,296,515
Harrison Park - 219,481 1,265,094 16,561,803 17,826,897
Hartwick - 8,316 123,791 1,122,431 1,246,222
Harvest Grove - 155,391 752,000 18,873,290 19,625,290
Harvest Grove I - 2,826 170,334 1,535,832 1,706,166
Harvest Grove II - 4,038 148,792 1,343,162 1,491,953
Hatcherway - 4,129 96,885 876,098 972,984
Hathaway 300 747,836 2,512,500 23,359,748 25,872,248
Hayfield Park - 2,958 261,457 2,356,069 2,617,526
Haywood Pointe - 95,060 480,000 9,258,331 9,738,331
Hearthstone 200 674,597 1,035,900 4,199,985 5,235,885
Heathmoore (Eva) - 3,232 162,375 1,464,603 1,626,977
Heathmoore (KY) - 3,290 156,840 1,414,848 1,571,688
Heathmoore (MI) - 2,156 227,105 2,046,102 2,273,207
Heathmoore I (IN) - 5,939 144,557 1,306,950 1,451,506
Heathmoore I (MI) - 3,353 232,064 2,091,928 2,323,992
Heathmoore II (MI) - 3,534 170,433 1,537,427 1,707,860
Heritage, The - 91,266 1,211,205 13,228,170 14,439,375
Heron Cove - 578,453 823,000 8,693,215 9,516,215
Heron Landing (J) 4,700 469,761 711,800 6,876,537 7,588,337
Heron Pointe - 538,442 1,546,700 8,342,856 9,889,556
LIFE USED TO
COMPUTE
DESCRIPTION DEPRECIATION IN
- -------------------------------------------------------------------------------------- LATEST INCOME
ACCUMULATED DATE OF STATEMENT (C)
APARTMENT NAME DEPRECIATION CONSTRUCTION
- --------------------------------------------------------------------------------------
Gentian Oaks (13,817) 1985 30 Years
Georgian Woods Combined (REIT) (4,708,939) 1967 30 Years
Glen Arm Manor (13,819) 1986 30 Years
Glen Eagle (657,971) 1990 30 Years
GlenGarry Club (1,077,078) 1989 30 Years
Glenlake (1,341,810) 1988 30 Years
Glenridge (1,393,882) 1985 30 Years
Glenview (15,893) 1986 30 Years
Glenwood Village (14,184) 1986 30 Years
Governor's Pointe (2,071,813) 1982-1986 30 Years
Granada Highlands (616,003) 1972 30 Years
Grandview I & II (919,023) 1980 30 Years
Greenbriar Glen (18,554) 1988 30 Years
Greengate (1,780,427) 1971 30 Years
Greenglen (Day) (16,738) 1983 30 Years
Greenglen II (Lim) (7,469) 1981 30 Years
Greenglen II (Tol) (13,234) 1982 30 Years
Greenhaven (791,410) 1983 30 Years
Greenhouse - Frey Road (4,903,879) 1985 30 Years
Greenhouse - Holcomb Bridge (4,363,006) 1985 30 Years
Greenhouse - Roswell (2,525,185) 1985 30 Years
Greentree 1 (240,618) 1973 30 Years
Greentree 2 (136,124) 1973 30 Years
Greentree 3 (143,473) 1973 30 Years
Greenwich Woods (6,410,863) 1967 30 Years
Greenwood Village (1,349,731) 1984 30 Years
Grey Eagle (567,982) 1991 30 Years
Greystone (334,766) 1960 30 Years
Gwinnett Crossing (1,483,650) 1989/90 30 Years
Hall Place (198,701) 1998 30 Years
Hammock's Place (3,089,391) 1986 30 Years
Hampshire Court (8,413) 1982 30 Years
Hampshire II (10,487) 1981 30 Years
Hamptons (1,031,315) 1991 30 Years
Harbinwood (19,145) 1985 30 Years
Harbor Pointe (1,608,231) 1970/1990 30 Years
Harborview (1,337,178) 1985 30 Years
Harrison Park (1,256,808) 1985 30 Years
Hartwick (10,246) 1982 30 Years
Harvest Grove (872,861) 1986 30 Years
Harvest Grove I (14,069) 1986 30 Years
Harvest Grove II (12,252) 1987 30 Years
Hatcherway (8,439) 1986 30 Years
Hathaway (3,763,231) 1987 30 Years
Hayfield Park (21,110) 1986 30 Years
Haywood Pointe (435,792) 1985 30 Years
Hearthstone (1,101,530) 1982 30 Years
Heathmoore (Eva) (13,526) 1984 30 Years
Heathmoore (KY) (12,914) 1983 30 Years
Heathmoore (MI) (18,315) 1983 30 Years
Heathmoore I (IN) (11,949) 1983 30 Years
Heathmoore I (MI) (18,517) 1986 30 Years
Heathmoore II (MI) (13,772) 1986 30 Years
Heritage, The (968,755) 1995 30 Years
Heron Cove (1,838,946) 1987 30 Years
Heron Landing (J) (1,099,485) 1988 30 Years
Heron Pointe (849,081) 1989 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ------------------------------------------------------------------------------------------------------------------------------------
Heron Pointe (Atl) Jacksonville, Fl 1,610,460 214,332 1,928,989
Heron Run Plantation, FL - 917,800 9,006,476
Hickory Creek Richmond, VA - 1,323,000 18,520,609
Hickory Mill Columbus, OH 1,055,961 161,714 1,455,430
Hickory Mill I Charleston, WV 934,166 129,187 1,162,681
Hickory Place Gainesville, GL 1,338,750 192,453 1,732,080
Hickory Ridge Greenville, SC - 285,800 2,591,930
Hidden Acres Sarasota, FL 1,646,801 253,139 2,278,249
Hidden Lakes Haltom City, TX - 1,872,000 20,242,109
Hidden Oaks Cary, NC - 1,176,200 10,614,135
Hidden Palms Tampa, FL (E) 2,048,000 6,380,289
Hidden Pines Orlando, FL 19,562 176,308 1,586,772
Hidden Valley Club Ann Arbor, MI - 915,000 7,342,020
High Points St. Petersburg, FL 1,056,641 222,308 2,000,769
Highland Creste Seattle, WA - 935,200 8,415,391
Highland Grove Stone Mt., GA - 1,665,700 15,010,714
Highland Point Denver, CO 9,886,746 1,631,900 14,684,439
Highline Oaks Denver, CO 7,100,000 1,055,000 9,748,823
Hillcrest Villas Ft. Walton Bch., FL 978,813 141,603 1,274,427
Hillside Manor Albany, GA 611,803 102,632 923,690
Hillside Trace Tampa, FL 1,058,133 138,888 1,249,992
Hollows Columbia, SC - 450,000 8,835,008
Holly Park Columbus, GA 790,970 138,418 1,245,760
Holly Ridge Miami, FL - 295,596 2,660,361
Holly Sands I Ft. Walton Bch.,FL 1,373,631 190,942 1,718,481
Holly Sands II Ft. Walton Bch., FL 1,037,680 124,578 1,121,198
Hollyview Silver Springs, MD - 189,000 1,506,539
Horizon Place Tampa, FL 12,475,333 2,128,000 12,086,937
Hunt Club Charlotte, NC - 1,090,000 17,992,887
Hunter Glen (IL) Springfield, IL 956,507 158,197 1,423,776
Hunter's Glen Chesterfield, MO - 913,500 8,230,595
Hunter's Green Fort Worth, TX (F) 524,200 3,653,481
Hunters Ridge/South Pointe St. Louis, MO 18,630,250 1,950,000 17,570,346
Huntington Hollow Tulsa, OK - 668,600 6,018,259
Huntington Park Everett, WA - 1,594,500 14,748,864
Idlewood Indianapolis, IN - 2,560,000 11,473,589
Independence Village Columbus, OH - 226,988 2,042,891
Indian Bend Phoenix, AZ - 1,072,500 9,675,133
Indian Lake I Atlanta, GA 4,207,504 839,669 7,557,017
Indian Tree Arvada, CO - 881,125 4,552,815
Indigo Plantation Daytona Beach, FL - 1,520,000 14,650,246
Indigo Springs Kent, WA 7,740,381 1,270,000 11,446,902
Ingleside, The Phoenix, AZ - 1,203,600 10,685,212
Iris Glen Atlanta, GA 1,785,000 270,458 2,434,122
Ironwood at the Ranch Wesminster, CO 5,808,479 1,493,300 13,439,305
Isle at Arrowhead Ranch Glendale, AZ - 1,650,237 19,533,715
Ivy Place (K) Atlanta, GA - 793,200 7,228,257
James Street Crossing Kent, WA 16,395,379 2,078,600 18,738,034
Jefferson at Walnut Creek Austin, TX (E) 2,736,000 14,598,337
Jefferson Way I Jacksonville, Fl 1,028,679 147,799 1,330,189
Junipers at Yarmouth Yarmouth, ME - 1,350,000 7,861,966
Jupiter Cove I W. Palm Beach, FL 1,637,684 233,932 2,105,392
Jupiter Cove III W. Palm Beach, FL 1,723,290 242,010 2,178,090
Kempton Downs Gresham, OR - 1,182,200 10,943,372
Ketwood Dayton, OH 1,605,298 266,443 2,397,989
Keystone Austin, TX 2,789,477 498,000 4,487,295
Kimmerly Glen Charlotte, NC - 1,040,000 12,406,969
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION (IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- -----------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- -----------------------------------------------------------------------------------------------------------------------------------
Heron Pointe (Atl) - 6,523 214,332 1,935,511 2,149,844
Heron Run - 806,918 917,800 9,813,395 10,731,195
Hickory Creek - 235,832 1,323,000 18,756,441 20,079,441
Hickory Mill - 13,342 161,714 1,468,772 1,630,486
Hickory Mill I - 931 129,187 1,163,612 1,292,799
Hickory Place - 439 192,453 1,732,519 1,924,973
Hickory Ridge 2,400 125,220 288,200 2,717,150 3,005,350
Hidden Acres - 10,113 253,139 2,288,362 2,541,501
Hidden Lakes - 87,354 1,872,000 20,329,463 22,201,463
Hidden Oaks 2,400 965,785 1,178,600 11,579,921 12,758,521
Hidden Palms 1,600 407,995 2,049,600 6,788,284 8,837,884
Hidden Pines - 2,970 176,308 1,589,741 1,766,049
Hidden Valley Club - 1,395,871 915,000 8,737,891 9,652,891
High Points - 6,383 222,308 2,007,152 2,229,460
Highland Creste - 385,329 935,200 8,800,720 9,735,920
Highland Grove 2,400 213,174 1,668,100 15,223,889 16,891,989
Highland Point - 342,409 1,631,900 15,026,848 16,658,748
Highline Oaks 2,400 337,844 1,057,400 10,086,666 11,144,066
Hillcrest Villas - 13,721 141,603 1,288,148 1,429,751
Hillside Manor - 5,484 102,632 929,173 1,031,806
Hillside Trace - 8,214 138,888 1,258,206 1,397,094
Hollows - 67,279 450,000 8,902,286 9,352,286
Holly Park - 9,271 138,418 1,255,031 1,393,449
Holly Ridge - 4,627 295,596 2,664,988 2,960,583
Holly Sands I - 13,513 190,942 1,731,994 1,922,936
Holly Sands II - 2,297 124,578 1,123,495 1,248,072
Hollyview 2,400 33,512 191,400 1,540,051 1,731,451
Horizon Place - 254,270 2,128,000 12,341,207 14,469,207
Hunt Club - 196,881 1,090,000 18,189,769 19,279,769
Hunter Glen (IL) - 2,428 158,197 1,426,204 1,584,402
Hunter's Glen 1,700 545,410 915,200 8,776,005 9,691,205
Hunter's Green 100 698,698 524,300 4,352,179 4,876,479
Hunters Ridge/South Pointe 5,600 1,115,090 1,955,600 18,685,436 20,641,036
Huntington Hollow - 186,853 668,600 6,205,112 6,873,712
Huntington Park 3,000 292,087 1,597,500 15,040,951 16,638,451
Idlewood 1,800 528,947 2,561,800 12,002,536 14,564,336
Independence Village - 9,506 226,988 2,052,397 2,279,385
Indian Bend 3,200 1,397,968 1,075,700 11,073,101 12,148,801
Indian Lake I - 25,941 839,669 7,582,957 8,422,626
Indian Tree 100 871,891 881,225 5,424,706 6,305,931
Indigo Plantation - 98,980 1,520,000 14,749,225 16,269,225
Indigo Springs 500 648,933 1,270,500 12,095,835 13,366,335
Ingleside, The - 72,304 1,203,600 10,757,516 11,961,116
Iris Glen - 6,212 270,458 2,440,334 2,710,792
Ironwood at the Ranch - 226,423 1,493,300 13,665,728 15,159,028
Isle at Arrowhead Ranch - 120,568 1,650,237 19,654,283 21,304,520
Ivy Place (K) 9,750 323,819 802,950 7,552,076 8,355,026
James Street Crossing 2,654 324,912 2,081,254 19,062,945 21,144,199
Jefferson at Walnut Creek 1,600 203,494 2,737,600 14,801,831 17,539,431
Jefferson Way I - 4,695 147,799 1,334,883 1,482,682
Junipers at Yarmouth 5,700 417,354 1,355,700 8,279,320 9,635,020
Jupiter Cove I - 12,397 233,932 2,117,789 2,351,722
Jupiter Cove III - 3,615 242,010 2,181,705 2,423,715
Kempton Downs 35,149 1,012,310 1,217,349 11,955,682 13,173,031
Ketwood - 11,007 266,443 2,408,996 2,675,439
Keystone 500 695,837 498,500 5,183,133 5,681,633
Kimmerly Glen - 93,533 1,040,000 12,500,502 13,540,502
LIFE USED TO
DESCRIPTION COMPUTE
- ----------------------------------------------------------------------------------- DEPRECIATION IN
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- ---------------------------------------------------------------------------------------------------
Heron Pointe (Atl) (17,926) 1986 30 Years
Heron Run (2,059,502) 1987 30 Years
Hickory Creek (865,310) 1984 30 Years
Hickory Mill (13,515) 1980 30 Years
Hickory Mill I (10,517) 1983 30 Years
Hickory Place (15,620) 1983 30 Years
Hickory Ridge (244,413) 1968 30 Years
Hidden Acres (21,345) 1987 30 Years
Hidden Lakes (909,260) 1996 30 Years
Hidden Oaks (987,908) 1988 30 Years
Hidden Palms (621,560) 1986 30 Years
Hidden Pines (14,253) 1981 30 Years
Hidden Valley Club (5,271,915) 1973 30 Years
High Points (18,484) 1986 30 Years
Highland Creste (931,911) 1989 30 Years
Highland Grove (1,255,285) 1988 30 Years
Highland Point (1,455,251) 1984 30 Years
Highline Oaks (952,996) 1986 30 Years
Hillcrest Villas (12,065) 1985 30 Years
Hillside Manor (8,871) 1985 30 Years
Hillside Trace (11,706) 1987 30 Years
Hollows (419,929) 1987 30 Years
Holly Park (11,912) 1985 30 Years
Holly Ridge (23,909) 1986 30 Years
Holly Sands I (15,944) 1985 30 Years
Holly Sands II (10,289) 1986 30 Years
Hollyview (125,799) 1965 30 Years
Horizon Place (586,978) 1985 30 Years
Hunt Club (829,308) 1990 30 Years
Hunter Glen (IL) (13,004) 1987 30 Years
Hunter's Glen (1,163,664) 1985 30 Years
Hunter's Green (1,229,116) 1981 30 Years
Hunters Ridge/South Pointe (1,866,301) 1986-1987 30 Years
Huntington Hollow (682,525) 1981 30 Years
Huntington Park (3,240,823) 1991 30 Years
Idlewood (1,036,708) 1991 30 Years
Independence Village (19,419) 1978 30 Years
Indian Bend (2,382,653) 1973 30 Years
Indian Lake I (67,778) 1987 30 Years
Indian Tree (1,553,220) 1983 30 Years
Indigo Plantation (681,686) 1989 30 Years
Indigo Springs (1,354,595) 1991 30 Years
Ingleside, The (770,952) 1995 30 Years
Iris Glen (21,884) 1984 30 Years
Ironwood at the Ranch (1,318,351) 1986 30 Years
Isle at Arrowhead Ranch (1,429,829) 1996 30 Years
Ivy Place (K) (1,041,136) 1978 30 Years
James Street Crossing (1,434,987) 1989 30 Years
Jefferson at Walnut Creek (1,220,695) 1994 30 Years
Jefferson Way I (12,134) 1987 30 Years
Junipers at Yarmouth (870,172) 1970 30 Years
Jupiter Cove I (18,963) 1987 30 Years
Jupiter Cove III (19,306) 1987 30 Years
Kempton Downs (2,233,649) 1990 30 Years
Ketwood (21,828) 1979 30 Years
Keystone (1,100,519) 1981 30 Years
Kimmerly Glen (579,229) 1986 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- ----------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ----------------------------------------------------------------------------------------------------------------------------------
Kings Colony Savannah, GA 2,084,325 230,149 2,071,343
Kingsport Alexandria, VA - 1,262,250 12,479,294
Kirby Place Houston, TX (E) 3,620,000 25,914,555
Knox Landing Knoxville, TN 1,551,481 158,589 1,427,298
La Costa Brava (ORL) Orlando, FL - 206,626 4,610,502
La Mariposa Mesa, AZ (O) 2,047,539 12,466,128
La Mirage San Diego, CA - 34,895,200 93,909,311
La Reserve Oro Valley, AZ (O) 3,264,562 4,936,546
La Tour Fontaine Houston, TX 9,610,482 2,916,000 15,917,178
La Valencia Mesa, AZ - 3,553,350 20,542,396
Ladera Mesa, AZ 10,906,931 2,978,879 20,640,453
Lake in the Woods (MI) Ypsilanti, MI - 1,859,625 18,283,831
Lake Point Charlotte, NC - 1,058,975 13,587,338
Lakes at Vinings Atlanta, GA 22,200,684 6,496,000 21,857,927
Lakeshore at Preston Plano, TX 12,933,907 3,322,000 15,211,713
Lakeshore I (GA) Chattanooga, TN 1,236,015 169,375 1,524,375
Lakeville Resort Petaluma, CA 20,367,547 2,734,100 24,610,651
Lakewood Greens Dallas, TX 8,293,081 2,016,000 9,032,159
Lakewood Oaks Dallas, TX - 1,630,200 14,686,192
Lamplight Court Columbus, OH - 70,517 634,654
Landera San Antonio, TX - 766,300 6,896,811
Landings (FL), The Winterhaven, FL 716,235 130,953 1,178,580
Landings (TN) Memphis, TN - 1,314,000 14,090,109
Larkspur I (Hil) Columbus, OH 993,689 179,628 1,616,653
Larkspur I (Mor) Dayton, OH 452,555 55,416 498,745
Larkspur II Dayton, OH - 29,908 269,168
Larkspur Woods Sacramento, CA (E) 5,800,000 14,539,036
Laurel Bay Detroit, MI 859,412 186,004 1,674,035
Laurel Court Toledo, OH 1,116,603 135,736 1,221,621
Laurel Gardens Coral Springs, FL - 4,800,000 25,942,631
Laurel Glen Atlanta, GA 1,701,792 289,509 2,605,582
Laurel Ridge Chapel Hill, NC - 160,000 3,594,635
Legends Tucson, AZ - 2,729,788 17,911,434
Lexington Farm Alpharetta, GA 18,455,654 3,520,000 21,063,101
Lexington Glen Atlanta, GA - 5,760,000 40,190,507
Lexington Park Orlando, FL - 2,016,000 12,346,726
Lincoln at Defoors Atlanta, GA - 5,100,000 20,425,822
Lincoln Green I San Antonio, TX - 947,366 5,833,661
Lincoln Green I & II (CA) Sunnyvale, CA 12,727,505 9,048,000 18,483,642
Lincoln Green II San Antonio, TX - 1,052,340 5,212,696
Lincoln Green III San Antonio, TX - 536,010 1,828,661
Lincoln Heights Quincy, MA 21,409,834 5,925,000 33,595,262
Lincoln Village I & II (CA) Larkspur, CA - 17,100,000 31,399,237
Lindendale Columbus, OH 1,382,143 209,159 1,882,427
Link Terrace Savannah, GA 898,724 121,839 1,096,547
Little Cottonwoods Tempe, AZ (O) 3,050,133 26,991,689
Lodge (OK), The Tulsa, OK - 313,571 3,023,363
Lodge (TX), The San Antonio, TX - 1,363,636 8,737,564
Lofton Place Tampa, FL - 2,240,000 16,679,214
Longfellow Place - Combined Boston, MA - 53,164,160 184,021,737
Longwood Decatur, GA - 1,452,000 13,087,837
Longwood (KY) Lexington,KY 943,932 146,309 1,316,781
Madison at Cedar Springs Dallas, TX - 2,470,000 33,194,620
Madison at Chase Oaks Plano, TX - 3,055,000 28,932,885
Madison at River Sound Lawrenceville, GA - 3,666,999 47,387,106
Madison at Round Grove Austin, TX - 2,626,000 25,682,373
Madison at Stone Creek Lewisville, TX - 2,535,000 22,611,700
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION (IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- -----------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- -----------------------------------------------------------------------------------------------------------------------------------
Kings Colony - 8,117 230,149 2,079,460 2,309,609
Kingsport - 982,079 1,262,250 13,461,373 14,723,623
Kirby Place 1,600 258,979 3,621,600 26,173,534 29,795,134
Knox Landing - 6,373 158,589 1,433,671 1,592,259
La Costa Brava (ORL) - 2,638,716 206,626 7,249,218 7,455,844
La Mariposa - 318,757 2,047,539 12,784,885 14,832,424
La Mirage - 2,665,264 34,895,200 96,574,575 131,469,775
La Reserve - 218,849 3,264,562 5,155,395 8,419,957
La Tour Fontaine - 107,312 2,916,000 16,024,490 18,940,490
La Valencia - 678,386 3,553,350 21,220,782 24,774,132
Ladera - 82,888 2,978,879 20,723,341 23,702,220
Lake in the Woods (MI) - 5,889,551 1,859,625 24,173,382 26,033,007
Lake Point - 114,443 1,058,975 13,701,781 14,760,756
Lakes at Vinings 2,000 209,564 6,498,000 22,067,492 28,565,492
Lakeshore at Preston 3,800 117,521 3,325,800 15,329,235 18,655,035
Lakeshore I (GA) - 34,990 169,375 1,559,365 1,728,740
Lakeville Resort 2,400 855,402 2,736,500 25,466,053 28,202,553
Lakewood Greens 3,600 254,494 2,019,600 9,286,654 11,306,254
Lakewood Oaks 1,400 870,899 1,631,600 15,557,091 17,188,691
Lamplight Court - 15,753 70,517 650,407 720,924
Landera - 294,058 766,300 7,190,869 7,957,169
Landings (FL), The - 15,445 130,953 1,194,025 1,324,978
Landings (TN) - 249,510 1,314,000 14,339,619 15,653,619
Larkspur I (Hil) - 3,697 179,628 1,620,350 1,799,978
Larkspur I (Mor) - 2,813 55,416 501,558 556,974
Larkspur II - 718 29,908 269,886 299,794
Larkspur Woods 2,900 366,134 5,802,900 14,905,170 20,708,070
Laurel Bay - 2,119 186,004 1,676,154 1,862,158
Laurel Court - 3,331 135,736 1,224,951 1,360,687
Laurel Gardens - 258,894 4,800,000 26,201,525 31,001,525
Laurel Glen - 5,312 289,509 2,610,894 2,900,403
Laurel Ridge 22,551 1,467,459 182,551 5,062,094 5,244,644
Legends - 205,304 2,729,788 18,116,738 20,846,526
Lexington Farm 1,900 146,849 3,521,900 21,209,949 24,731,849
Lexington Glen - 180,007 5,760,000 40,370,514 46,130,514
Lexington Park - 314,673 2,016,000 12,661,398 14,677,398
Lincoln at Defoors - 154,794 5,100,000 20,580,616 25,680,616
Lincoln Green I - 255,937 947,366 6,089,598 7,036,964
Lincoln Green I & II (CA) 9,300 106,511 9,057,300 18,590,153 27,647,453
Lincoln Green II - 705,958 1,052,340 5,918,654 6,970,994
Lincoln Green III - 273,656 536,010 2,102,317 2,638,327
Lincoln Heights 3,400 229,981 5,928,400 33,825,243 39,753,643
Lincoln Village I & II (CA) 7,300 2,054,383 17,107,300 33,453,620 50,560,920
Lindendale - 5,305 209,159 1,887,732 2,096,890
Link Terrace - 3,896 121,839 1,100,443 1,222,282
Little Cottonwoods - 308,845 3,050,133 27,300,534 30,350,667
Lodge (OK), The (200) 930,879 313,371 3,954,242 4,267,613
Lodge (TX), The - 630,444 1,363,636 9,368,009 10,731,645
Lofton Place - 609,388 2,240,000 17,288,602 19,528,602
Longfellow Place - Combined - 424,740 53,164,160 184,446,477 237,610,637
Longwood 2,048 518,830 1,454,048 13,606,667 15,060,715
Longwood (KY) - 4,531 146,309 1,321,312 1,467,621
Madison at Cedar Springs - 69,228 2,470,000 33,263,848 35,733,848
Madison at Chase Oaks - 140,773 3,055,000 29,073,658 32,128,658
Madison at River Sound - 68,178 3,666,999 47,455,284 51,122,283
Madison at Round Grove - 145,729 2,626,000 25,828,103 28,454,103
Madison at Stone Creek - 150,265 2,535,000 22,761,964 25,296,964
LIFE USED TO
DESCRIPTION COMPUTE
- -------------------------------------------------------------------------------- DEPRECIATION IN
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- ------------------------------------------------------------------------------------------------
Kings Colony (19,070) 1987 30 Years
Kingsport (2,811,542) 1986 30 Years
Kirby Place (2,033,124) 1994 30 Years
Knox Landing (13,477) 1986 30 Years
La Costa Brava (ORL) (4,129,893) 1967 30 Years
La Mariposa (981,457) 1986 30 Years
La Mirage (8,319,235) 1988/1992 30 Years
La Reserve (455,305) 1988 30 Years
La Tour Fontaine (696,631) 1994 30 Years
La Valencia (1,610,709) 1998 30 Years
Ladera (1,488,588) 1995 30 Years
Lake in the Woods (MI) (13,445,220) 1969 30 Years
Lake Point (640,515) 1984 30 Years
Lakes at Vinings (1,211,285) 1972/1975 30 Years
Lakeshore at Preston (841,484) 1992 30 Years
Lakeshore I (GA) (14,995) 1986 30 Years
Lakeville Resort (3,060,894) 1984 30 Years
Lakewood Greens (531,387) 1986 30 Years
Lakewood Oaks (3,233,391) 1987 30 Years
Lamplight Court (6,401) 1972 30 Years
Landera (740,084) 1983 30 Years
Landings (FL), The (11,203) 1984 30 Years
Landings (TN) (653,435) 1986 30 Years
Larkspur I (Hil) (14,581) 1983 30 Years
Larkspur I (Mor) (4,721) 1982 30 Years
Larkspur II (2,535) 1984 30 Years
Larkspur Woods (1,218,608) 1989/1993 30 Years
Laurel Bay (15,167) 1989 30 Years
Laurel Court (11,448) 1978 30 Years
Laurel Gardens (1,169,799) 1989 30 Years
Laurel Glen (23,262) 1986 30 Years
Laurel Ridge (2,749,488) 1975 30 Years
Legends (1,353,986) 1995 30 Years
Lexington Farm (1,129,048) 1995 30 Years
Lexington Glen (1,792,637) 1990 30 Years
Lexington Park (582,892) 1988 30 Years
Lincoln at Defoors (459,955) 1980 30 Years
Lincoln Green I (3,203,644) 1984/1986 30 Years
Lincoln Green I & II (CA) (980,932) 1979 30 Years
Lincoln Green II (2,703,798) 1984/1986 30 Years
Lincoln Green III (991,219) 1984/1986 30 Years
Lincoln Heights (2,415,021) 1991 30 Years
Lincoln Village I & II (CA) (1,816,235) 1980 30 Years
Lindendale (17,177) 1987 30 Years
Link Terrace (10,110) 1984 30 Years
Little Cottonwoods (1,989,161) 1984 30 Years
Lodge (OK), The (2,419,623) 1979 30 Years
Lodge (TX), The (3,827,792) 1979(#) 30 Years
Lofton Place (780,117) 1988 30 Years
Longfellow Place - Combined (2,668,333) 1975 30 Years
Longwood (2,905,506) 1992 30 Years
Longwood (KY) (12,100) 1985 30 Years
Madison at Cedar Springs (1,451,112) 1995 30 Years
Madison at Chase Oaks (1,299,365) 1995 30 Years
Madison at River Sound (2,096,164) 1996 30 Years
Madison at Round Grove (1,158,009) 1995 30 Years
Madison at Stone Creek (1,026,234) 1995 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- -----------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- -----------------------------------------------------------------------------------------------------------------------------------
Madison at the Arboretum Austin, TX - 1,046,500 9,638,269
Madison on Melrose Richardson, TX - 1,300,000 15,067,256
Madison on the Parkway Dallas, TX - 2,444,000 22,482,051
Mallard Cove Greenville, SC - 803,700 7,322,311
Mallard Cove at Conway Orlando, FL - 600,000 2,555,069
Mallgate Louisville, KY - - 6,702,515
Marabou Mills I Indianpolis, IN 1,412,119 224,178 2,017,602
Marabou Mills II Indianpolis, IN 959,880 192,186 1,729,676
Marabou Mills III Indianpolis, IN 1,176,908 171,557 1,544,010
Marbrisa Tampa, FL - 811,500 7,313,488
Mariner Club (FL) Pembroke Pines, FL 9,501,055 1,824,000 20,771,566
Mariners Wharf Orange Park, FL - 1,858,800 16,744,951
Mark Landing I Miami, FL 1,307,433 191,986 1,727,872
Marks Englewood, CO 20,560,000 4,928,500 44,418,180
Marquessa Corona Hills, CA (U) 6,888,500 21,604,584
Marsh Landing I Brunswick, GA 776,149 133,193 1,198,735
Marshlanding II Brunswick, GA 952,036 111,187 1,000,684
Martha Lake Seattle, WA - 823,200 7,405,070
Martins Landing Roswell, GA 12,745,735 4,800,000 12,949,891
Marymont (MD) Laurel, MD - 1,901,800 17,135,393
McAlpine Ridge Charlotte, NC - 1,283,400 11,557,252
McDowell Place Naperville, IL 15,786,052 2,578,900 23,211,919
Meadow Creek Tigard, OR 8,209,235 1,298,100 11,692,425
Meadowland Athens, GA 983,511 152,395 1,371,552
Meadowood (Cin) Cincinnati, OH 1,776,638 330,734 2,976,610
Meadowood (Cra) Indianpolis, IN 1,098,209 132,471 1,192,235
Meadowood (Cuy) Akron, OH 1,286,594 201,407 1,812,659
Meadowood (FL) Huntington, KY 862,397 96,350 867,146
Meadowood (Fra) Franklin, IN 1,021,963 129,252 1,163,264
Meadowood (Log) Southbend, IN - 93,338 840,044
Meadowood (New) Evansville, IN 981,203 131,546 1,183,914
Meadowood (Nic) Lexington,KY 1,401,249 173,223 1,559,007
Meadowood (Tem) Toledo, MI 1,340,000 173,675 1,563,071
Meadowood (Wel) Youngstown, OH - 58,570 527,133
Meadowood Apts. (Man) Mansfield, OH 937,100 118,504 1,066,538
Meadowood I (GA) Atlanta, GA 986,986 205,468 1,849,208
Meadowood I (MI) Jackson, MI 944,458 146,208 1,315,871
Meadowood I (OH) Columbus, OH 1,016,762 146,912 1,322,211
Meadowood II (FL) Orlando, FL 823,042 160,367 1,443,300
Meadowood II (GA) Atlanta, GA 883,550 176,968 1,592,713
Meadowood II (IN) Indianpolis, IN 708,179 122,626 1,103,630
Meadowood II (OH) Columbus, OH 484,068 57,802 520,217
Meadows I (OH), The Columbus, OH 785,201 150,800 1,357,203
Meadows II (OH), The Columbus, OH 1,158,433 186,636 1,679,728
Meadows in the Park Birmingham, AL - 1,000,000 8,533,099
Meadows on the Lake Birmingham, AL - 1,000,000 8,529,726
Meldon Place Toledo, OH 2,400,695 288,434 2,595,904
Merrifield Hagerstown, MD 2,045,897 268,712 2,418,407
Merrill Creek Tacoma, WA - 814,200 7,330,606
Merrimac Woods Costa Mesa, CA - 673,300 6,081,677
Merritt at Satellite Place Duluth, GA - 3,400,000 29,919,407
Miguel Place St. Petersburg, FL 1,469,356 199,349 1,794,141
Mill Pond Millersville, MD 7,912,334 2,880,000 8,931,260
Mill Run Savannah, GA 1,519,728 198,212 1,783,904
Mill Village Randolph, MA - 6,200,000 13,221,679
Millburn Akron, OH 1,205,695 192,062 1,728,558
Millburn Court II Dayton, OH 908,789 122,870 1,105,834
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION (IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- -----------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- -----------------------------------------------------------------------------------------------------------------------------------
Madison at the Arboretum - 166,261 1,046,500 9,804,530 10,851,030
Madison on Melrose - 47,134 1,300,000 15,114,390 16,414,390
Madison on the Parkway - 105,958 2,444,000 22,588,009 25,032,009
Mallard Cove 9,650 664,534 813,350 7,986,845 8,800,195
Mallard Cove at Conway - 4,872,430 600,000 7,427,499 8,027,499
Mallgate - 4,537,936 - 11,240,451 11,240,451
Marabou Mills I - 5,162 224,178 2,022,764 2,246,942
Marabou Mills II - 14,463 192,186 1,744,139 1,936,326
Marabou Mills III - 3,234 171,557 1,547,244 1,718,801
Marbrisa 2,000 2,147,386 813,500 9,460,873 10,274,373
Mariner Club (FL) 500 188,748 1,824,500 20,960,314 22,784,814
Mariners Wharf 2,400 239,255 1,861,200 16,984,206 18,845,406
Mark Landing I - 1,963 191,986 1,729,835 1,921,821
Marks - 882,561 4,928,500 45,300,740 50,229,240
Marquessa - 591,208 6,888,500 22,195,792 29,084,292
Marsh Landing I - 5,347 133,193 1,204,082 1,337,275
Marshlanding II - 8,237 111,187 1,008,920 1,120,108
Martha Lake (2,000) 130,462 821,200 7,535,532 8,356,732
Martins Landing 2,000 247,544 4,802,000 13,197,435 17,999,435
Marymont (MD) 2,000 657,214 1,903,800 17,792,607 19,696,407
McAlpine Ridge 600 838,514 1,284,000 12,395,765 13,679,765
McDowell Place 1,500 930,783 2,580,400 24,142,702 26,723,102
Meadow Creek 1,000 1,198,268 1,299,100 12,890,692 14,189,792
Meadowland - 3,056 152,395 1,374,608 1,527,003
Meadowood (Cin) - 6,878 330,734 2,983,488 3,314,223
Meadowood (Cra) - 17,543 132,471 1,209,778 1,342,248
Meadowood (Cuy) - 2,097 201,407 1,814,756 2,016,162
Meadowood (FL) - 17,574 96,350 884,720 981,069
Meadowood (Fra) - 6,951 129,252 1,170,215 1,299,467
Meadowood (Log) - 8,342 93,338 848,386 941,724
Meadowood (New) - 7,844 131,546 1,191,758 1,323,304
Meadowood (Nic) - 30,448 173,223 1,589,455 1,762,678
Meadowood (Tem) - 2,064 173,675 1,565,136 1,738,810
Meadowood (Wel) - 796 58,570 527,929 586,499
Meadowood Apts. (Man) - 2,403 118,504 1,068,942 1,187,446
Meadowood I (GA) - 3,322 205,468 1,852,530 2,057,997
Meadowood I (MI) - 2,165 146,208 1,318,035 1,464,243
Meadowood I (OH) - 7,343 146,912 1,329,554 1,476,467
Meadowood II (FL) - 1,943 160,367 1,445,243 1,605,609
Meadowood II (GA) - 5,264 176,968 1,597,977 1,774,945
Meadowood II (IN) - 3,501 122,626 1,107,131 1,229,756
Meadowood II (OH) - 471 57,802 520,688 578,490
Meadows I (OH), The - 8,655 150,800 1,365,858 1,516,658
Meadows II (OH), The - 4,861 186,636 1,684,589 1,871,226
Meadows in the Park 900 525,288 1,000,900 9,058,388 10,059,288
Meadows on the Lake 900 24,124 1,000,900 8,553,850 9,554,750
Meldon Place - 7,891 288,434 2,603,794 2,892,228
Merrifield - 5,194 268,712 2,423,601 2,692,313
Merrill Creek - 96,201 814,200 7,426,806 8,241,006
Merrimac Woods 2,400 500,505 675,700 6,582,182 7,257,882
Merritt at Satellite Place - 3,102 3,400,000 29,922,509 33,322,509
Miguel Place - 6,348 199,349 1,800,489 1,999,838
Mill Pond - 289,776 2,880,000 9,221,037 12,101,037
Mill Run - 3,278 198,212 1,787,182 1,985,393
Mill Village (14,700) 302,028 6,185,300 13,523,707 19,709,007
Millburn - 2,457 192,062 1,731,015 1,923,077
Millburn Court II - 6,623 122,870 1,112,457 1,235,327
LIFE USED TO
COMPUTE
DESCRIPTION DEPRECIATION IN
- --------------------------------------------------------------------------------
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- ----------------------------------------------------------------------------------------------
Madison at the Arboretum (445,081) 1995 30 Years
Madison on Melrose (666,001) 1995 30 Years
Madison on the Parkway (1,010,063) 1995 30 Years
Mallard Cove (1,164,556) 1983 30 Years
Mallard Cove at Conway (4,733,928) 1974 30 Years
Mallgate (7,354,306) 1969 30 Years
Marabou Mills I (18,412) 1986 30 Years
Marabou Mills II (15,857) 1987 30 Years
Marabou Mills III (14,005) 1987 30 Years
Marbrisa (1,289,391) 1984 30 Years
Mariner Club (FL) (938,007) 1988 30 Years
Mariners Wharf (1,382,369) 1989 30 Years
Mark Landing I (15,636) 1987 30 Years
Marks (4,281,090) 1987 30 Years
Marquessa (1,673,748) 1992 30 Years
Marsh Landing I (11,068) 1984 30 Years
Marshlanding II (9,409) 1986 30 Years
Martha Lake (731,255) 1991 30 Years
Martins Landing (739,426) 1972 30 Years
Marymont (MD) (3,476,900) 1987-88 30 Years
McAlpine Ridge (2,492,628) 1989-90 30 Years
McDowell Place (2,820,106) 1988 30 Years
Meadow Creek (2,731,776) 1985 30 Years
Meadowland (12,492) 1984 30 Years
Meadowood (Cin) (26,751) 1985 30 Years
Meadowood (Cra) (11,341) 1983 30 Years
Meadowood (Cuy) (16,221) 1985 30 Years
Meadowood (FL) (8,532) 1983 30 Years
Meadowood (Fra) (10,820) 1983 30 Years
Meadowood (Log) (7,854) 1984 30 Years
Meadowood (New) (11,187) 1984 30 Years
Meadowood (Nic) (14,491) 1983 30 Years
Meadowood (Tem) (14,019) 1984 30 Years
Meadowood (Wel) (5,088) 1986 30 Years
Meadowood Apts. (Man) (9,775) 1983 30 Years
Meadowood I (GA) (16,546) 1982 30 Years
Meadowood I (MI) (11,846) 1983 30 Years
Meadowood I (OH) (12,120) 1984 30 Years
Meadowood II (FL) (13,009) 1980 30 Years
Meadowood II (GA) (14,319) 1984 30 Years
Meadowood II (IN) (10,529) 1986 30 Years
Meadowood II (OH) (4,727) 1985 30 Years
Meadows I (OH), The (12,593) 1985 30 Years
Meadows II (OH), The (15,199) 1987 30 Years
Meadows in the Park (718,147) 1986 30 Years
Meadows on the Lake (652,281) 1987 30 Years
Meldon Place (24,002) 1978 30 Years
Merrifield (21,850) 1988 30 Years
Merrill Creek (712,427) 1994 30 Years
Merrimac Woods (834,633) 1970 30 Years
Merritt at Satellite Place (256,094) 1999 30 Years
Miguel Place (16,667) 1987 30 Years
Mill Pond (335,570) 1984 30 Years
Mill Run (16,459) 1986 30 Years
Mill Village (1,045,059) 1971/1977 30 Years
Millburn (15,339) 1984 30 Years
Millburn Court II (10,292) 1981 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- -----------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- -----------------------------------------------------------------------------------------------------------------------------------
Millston I Cincinnati, OH 443,126 73,599 662,395
Millston II Cincinnati, OH 329,988 59,830 538,472
Mirador Phoenix, AZ - 2,597,518 23,402,200
Mission Bay Orlando, FL - 2,432,000 21,623,560
Mission Palms Tucson, AZ - 2,023,400 18,209,315
Misty Woods Cary, NC - 720,790 18,063,934
Montgomery Court I (MI) Lansing, MI 1,213,411 156,298 1,406,680
Montgomery Court I (OH) Columbus, OH 1,280,843 163,755 1,473,796
Montgomery Court II (OH) Columbus, OH 795,450 149,734 1,347,604
Montierra Scottsdale, AZ - 3,455,000 17,269,841
Montrose Square Columbus, OH 1,699,852 193,266 1,739,394
Morgan Trace Atlanta, GA 1,437,958 239,102 2,151,922
Morningside Scottsdale, AZ (O) 670,470 12,607,976
Morningside (FL) Titusville, FL - 197,890 1,781,006
Mosswood I Orlando, FL 785,201 163,294 1,469,644
Mosswood II Orlando, FL 1,534,000 275,330 2,477,969
Mountain Park Ranch Phoenix, AZ (P) 1,662,332 18,260,276
Mountain Run Albuquerque, NM - 2,023,400 20,734,818
Mountain Terrace Stevenson Ranch, CA - 3,977,200 35,826,520
Newberry I Lansing, MI 1,144,691 183,509 1,651,580
Newberry II Lansing, MI 1,235,839 142,292 1,280,632
Newport Heights Seattle, WA - 390,700 3,522,780
North Creek (Everett) Evertt, WA 8,157,506 3,960,000 12,411,015
North Creek Heights Seattle, WA - 753,800 6,786,778
North Hill Atlanta, GA 16,060,957 2,520,000 18,550,989
Northampton 1 Largo, MD 20,380,296 1,843,200 17,397,514
Northampton 2 Largo, MD - 1,494,100 14,464,432
Northgate Village San Antonio, TX - 660,000 5,974,145
Northlake (FL) Jacksonville, FL - 1,166,000 10,514,526
Northridge Pleasant Hill, CA - 5,525,000 14,695,328
Northridge (GA) Atlanta, GA 968,755 238,811 2,149,295
Northrup Court I Pittsburgh, PA 1,375,701 189,246 1,703,213
Northrup Court II Pittsburgh, PA 886,769 157,190 1,414,713
Northwoods Village Cary, NC (E) 1,368,000 11,460,337
Nova Glen I Daytona Beach, FL - 142,086 1,278,771
Nova Glen II Daytona Beach, FL 1,284,043 175,168 1,576,511
Novawood I Daytona Beach, FL 310,000 122,311 1,100,803
Novawood II Daytona Beach, FL 720,993 144,401 1,299,613
Oak Gardens Miami, FL - 329,968 2,969,711
Oak Mill 2 Germantown, MD 9,507,486 854,000 8,230,187
Oak Park North Agoura Hills, CA (N) 1,706,500 15,362,666
Oak Park South Agoura Hills, CA (N) 1,683,400 15,154,608
Oak Ridge Orlando, FL 1,217,944 173,617 1,562,552
Oak Shade Daytona Beach, FL 1,467,867 229,403 2,064,627
Oakley Woods Atlanta, GA 1,131,397 165,449 1,489,040
Oaks (NC) Charlotte, NC - 2,196,744 23,601,540
Oaks of Lakebridge Ormond Beach, FL - 413,700 3,912,636
Oakwood Manor Miami, FL - 173,247 1,559,222
Oakwood Village (FL) St. Petersburg, FL 721,523 145,547 1,309,922
Oakwood Village (GA) Augusta, GA 1,054,585 161,174 1,450,567
Ocean Walk Key West, FL 21,099,078 2,834,900 25,531,749
Old Archer Court Gainesville, FL 993,263 170,323 1,532,911
Olde Redmond Place Redmond, WA 9,274,306 4,800,000 14,126,038
Olentangy Commons (OH) Columbus, OH - 3,032,336 22,821,061
Olivewood (MI) Detriot, MI 3,339,425 519,167 4,672,501
Olivewood I Indianapolis, IN 932,086 184,701 1,662,312
Olivewood II Indianapolis, IN 1,292,000 186,235 1,676,111
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION (IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- ------------------------------------------------------------------------------------------------------------------------------------
Millston I - 4,213 73,599 666,609 740,208
Millston II - (963) 59,830 537,508 597,338
Mirador - 168,298 2,597,518 23,570,498 26,168,016
Mission Bay - 195,874 2,432,000 21,819,435 24,251,435
Mission Palms - 422,331 2,023,400 18,631,646 20,655,046
Misty Woods - 1,111,837 720,790 19,175,771 19,896,561
Montgomery Court I (MI) - 7,186 156,298 1,413,866 1,570,164
Montgomery Court I (OH) - 42,777 163,755 1,516,573 1,680,328
Montgomery Court II (OH) - 3,890 149,734 1,351,494 1,501,228
Montierra - 21,931 3,455,000 17,291,772 20,746,772
Montrose Square - 10,725 193,266 1,750,119 1,943,385
Morgan Trace - 3,035 239,102 2,154,957 2,394,059
Morningside - 155,496 670,470 12,763,472 13,433,942
Morningside (FL) - 18,926 197,890 1,799,932 1,997,821
Mosswood I - 9,206 163,294 1,478,849 1,642,143
Mosswood II - 8,596 275,330 2,486,565 2,761,895
Mountain Park Ranch - 327,404 1,662,332 18,587,680 20,250,012
Mountain Run 280,600 719,179 2,304,000 21,453,997 23,757,997
Mountain Terrace (10,700) 478,785 3,966,500 36,305,304 40,271,804
Newberry I - 8,340 183,509 1,659,920 1,843,429
Newberry II - 6,463 142,292 1,287,095 1,429,387
Newport Heights 500 304,974 391,200 3,827,754 4,218,954
North Creek (Everett) 7,500 172,724 3,967,500 12,583,739 16,551,239
North Creek Heights - 129,466 753,800 6,916,244 7,670,044
North Hill 5,300 3,450,464 2,525,300 22,001,453 24,526,753
Northampton 1 - 2,356,521 1,843,200 19,754,035 21,597,235
Northampton 2 19,400 449,175 1,513,500 14,913,607 16,427,107
Northgate Village 100 698,354 660,100 6,672,499 7,332,599
Northlake (FL) 2,400 218,250 1,168,400 10,732,777 11,901,177
Northridge 2,800 582,926 5,527,800 15,278,254 20,806,054
Northridge (GA) - 4,854 238,811 2,154,149 2,392,960
Northrup Court I - 973 189,246 1,704,186 1,893,432
Northrup Court II - 2,427 157,190 1,417,140 1,574,330
Northwoods Village 1,700 529,690 1,369,700 11,990,027 13,359,727
Nova Glen I - 7,932 142,086 1,286,703 1,428,789
Nova Glen II - 7,642 175,168 1,584,152 1,759,320
Novawood I - 4,051 122,311 1,104,854 1,227,165
Novawood II - 4,217 144,401 1,303,830 1,448,232
Oak Gardens - 5,526 329,968 2,975,237 3,305,205
Oak Mill 2 133 1,192,091 854,133 9,422,277 10,276,410
Oak Park North 400 131,674 1,706,900 15,494,340 17,201,240
Oak Park South 400 266,763 1,683,800 15,421,370 17,105,170
Oak Ridge - 5,442 173,617 1,567,994 1,741,611
Oak Shade - 4,303 229,403 2,068,930 2,298,333
Oakley Woods - 27,803 165,449 1,516,842 1,682,291
Oaks (NC) - 91,742 2,196,744 23,693,282 25,890,026
Oaks of Lakebridge 2,100 460,951 415,800 4,373,586 4,789,386
Oakwood Manor - 5,410 173,247 1,564,633 1,737,880
Oakwood Village (FL) - 6,046 145,547 1,315,967 1,461,514
Oakwood Village (GA) - 3,466 161,174 1,454,033 1,615,207
Ocean Walk 3,849 284,742 2,838,749 25,816,491 28,655,239
Old Archer Court - 5,323 170,323 1,538,234 1,708,558
Olde Redmond Place 7,100 129,092 4,807,100 14,255,130 19,062,230
Olentangy Commons (OH) - 7,556,896 3,032,336 30,377,957 33,410,293
Olivewood (MI) - 27,383 519,167 4,699,883 5,219,050
Olivewood I - 7,258 184,701 1,669,571 1,854,272
Olivewood II - 7,750 186,235 1,683,861 1,870,096
LIFE USED TO
COMPUTE
DESCRIPTION DEPRECIATION IN
- -------------------------------------------------------------------------------
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- ---------------------------------------------------------------------------------------------
Millston I (6,563) 1981 30 Years
Millston II (5,088) 1982 30 Years
Mirador (1,709,124) 1995 30 Years
Mission Bay (972,490) 1991 30 Years
Mission Palms (1,832,997) 1980 30 Years
Misty Woods (890,158) 1984 30 Years
Montgomery Court I (MI) (12,993) 1984 30 Years
Montgomery Court I (OH) (14,001) 1985 30 Years
Montgomery Court II (OH) (12,301) 1986 30 Years
Montierra (457,154) 1999 30 Years
Montrose Square (17,088) 1987 30 Years
Morgan Trace (19,367) 1986 30 Years
Morningside (933,893) 1989 30 Years
Morningside (FL) (18,468) 1984 30 Years
Mosswood I (13,463) 1981 30 Years
Mosswood II (22,392) 1982 30 Years
Mountain Park Ranch (1,382,379) 1994 30 Years
Mountain Run (2,141,282) 1985 30 Years
Mountain Terrace (3,982,884) 1992 30 Years
Newberry I (15,010) 1985 30 Years
Newberry II (11,642) 1986 30 Years
Newport Heights (822,936) 1985 30 Years
North Creek (Everett) (647,951) 1986 30 Years
North Creek Heights (661,310) 1990 30 Years
North Hill (2,343,974) 1984 30 Years
Northampton 1 (4,473,537) 1977 30 Years
Northampton 2 (2,884,167) 1988 30 Years
Northgate Village (1,794,088) 1984 30 Years
Northlake (FL) (899,665) 1989 30 Years
Northridge (918,027) 1974 30 Years
Northridge (GA) (19,311) 1985 30 Years
Northrup Court I (15,234) 1985 30 Years
Northrup Court II (12,671) 1985 30 Years
Northwoods Village (1,019,828) 1986 30 Years
Nova Glen I (11,918) 1984 30 Years
Nova Glen II (14,746) 1986 30 Years
Novawood I (10,198) 1980 30 Years
Novawood II (11,956) 1980 30 Years
Oak Gardens (26,651) 1988 30 Years
Oak Mill 2 (1,667,080) 1985 30 Years
Oak Park North (2,252,250) 1990 30 Years
Oak Park South (2,424,736) 1989 30 Years
Oak Ridge (14,326) 1985 30 Years
Oak Shade (18,744) 1985 30 Years
Oakley Woods (13,965) 1984 30 Years
Oaks (NC) (1,056,167) 1996 30 Years
Oaks of Lakebridge (1,117,621) 1984 30 Years
Oakwood Manor (14,203) 1986 30 Years
Oakwood Village (FL) (12,299) 1986 30 Years
Oakwood Village (GA) (13,370) 1985 30 Years
Ocean Walk (1,899,755) 1990 30 Years
Old Archer Court (14,160) 1977 30 Years
Olde Redmond Place (769,558) 1986 30 Years
Olentangy Commons (OH) (19,008,907) 1972 30 Years
Olivewood (MI) (42,683) 1986 30 Years
Olivewood I (15,038) 1985 30 Years
Olivewood II (15,261) 1986 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- -----------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- -----------------------------------------------------------------------------------------------------------------------------------
One Eton Square Tulsa, OK -- 1,570,100 14,130,937
Orange Grove Village Tucson, AZ (O) 1,813,154 14,893,347
Orchard Ridge Seattle, WA -- 482,600 4,372,033
Overlook San Antonio, TX -- 1,100,000 9,901,517
Overlook Manor Frederick, MD -- 1,296,000 3,932,513
Overlook Manor II Frederick, MD 5,860,000 2,184,000 6,284,130
Overlook Manor III Frederick, MD -- 1,024,000 3,029,673
Paces Station Atlanta, GA -- 4,801,500 32,547,553
Palatka Oaks I Gainesville, FL 188,564 49,535 445,818
Palatka Oaks II Gainesville, FL 207,421 42,767 384,899
Palm Place Sarasota, FL 1,353,618 248,315 2,234,833
Palms at South Shore League City, TX -- 1,200,000 16,522,433
Palms, The Phoenix, AZ (O) 3,285,226 11,270,203
Panther Ridge Seattle, WA -- 1,055,800 9,506,117
Paradise Pointe Dania, FL - 1,493,800 17,344,218
Parc Royale Houston, TX 8,766,487 2,223,000 11,936,833
Park Knoll Atlanta, GA -- 2,904,500 26,175,911
Park Meadow Gilbert, AZ (O) 835,217 15,120,769
Park Place I and II (MN) Plymouth, MN 17,525,591 2,428,200 21,918,197
Park Place (TX) Houston, TX 9,976,425 1,603,000 11,961,284
Park West (CA) Los Angeles, CA -- 3,033,300 27,302,383
Park West (TX) Austin, TX -- 648,605 4,738,542
Park West End (VA) Richmond, VA 7,168,169 1,560,000 11,871,449
Parkcrest Southfield, MI 7,110,922 1,260,000 10,404,807
Parkridge Place Las Colinas, TX -- 6,430,800 17,091,674
Parkside Union City, CA -- 6,240,000 11,827,453
Parkview Terrace Redlands, CA -- 4,969,200 35,653,777
Parkville (Col) Columbus, OH 1,745,875 150,433 1,353,897
Parkville (IN) Muncie, IN 745,459 103,434 930,908
Parkville (Par) Dayton, OH 588,286 127,863 1,150,767
Parkville (WV) Parkersburg, WV -- 105,460 949,139
Parkwood East Fort Collins, CO -- 1,644,000 14,790,698
Patchen Oaks Lexington, KY -- 1,344,000 8,129,210
Pelican Pointe I Jacksonville, FL 1,297,844 213,515 1,921,634
Pelican Pointe II Jacksonville, FL 989,685 184,852 1,663,670
Pine Barrens Jacksonville, FL 1,489,659 268,303 2,414,726
Pine Harbour Orlando, FL -- 1,661,000 14,970,915
Pine Knoll Atlanta, GA 1,220,819 138,052 1,242,470
Pine Lake Tampa, FL 655,073 79,877 718,891
Pine Meadow Greensboro, NC 4,696,390 719,300 6,487,043
Pine Meadows I (FL) Ft. Meyers, FL 1,062,399 152,019 1,368,175
Pine Terrace I & II Panama City, FL 2,166,946 288,992 2,600,927
Pine Tree Club Wildwood, MO -- 1,125,000 7,046,441
Pinellas Pines St. Petersburg, FL 1,552,906 174,999 1,574,993
Pines of Cloverlane Pittsfield Township, MI -- 1,906,600 16,880,313
Pines of Springdale West Palm Beach, FL -- 471,200 4,416,174
Plantation (TX) Houston, TX -- 2,320,000 7,718,422
Plantation Ridge Marietta, GA -- 4,086,000 19,206,247
Plantations at Killearn Tallahassee, FL 4,960,829 828,000 7,617,890
Pleasant Ridge Arlington, TX 1,640,061 441,000 1,999,502
Plum Tree Corner, WI (Q) 1,992,000 20,246,205
Plum Tree Park Seattle, WA -- 1,133,400 10,201,652
Plumwood (Che) Anderson, IN 448,333 84,923 764,303
Plumwood (For) Ft. Wayne, IN 604,317 131,351 1,182,157
Plumwood I Columbus, OH 1,711,169 289,814 2,608,329
Plumwood II Columbus, OH 444,366 107,583 968,248
Point (NC) Charlotte, NC -- 1,700,000 25,417,267
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION (IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- ----------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- ----------------------------------------------------------------------------------------------------------------------------------
One Eton Square -- 718,912 1,570,100 14,849,849 16,419,949
Orange Grove Village -- 301,882 1,813,154 15,195,228 17,008,382
Orchard Ridge 3,000 254,386 485,600 4,626,418 5,112,018
Overlook 200 631,826 1,100,200 10,533,342 11,633,542
Overlook Manor 3,100 159,057 1,299,100 4,091,571 5,390,671
Overlook Manor II 2,300 49,984 2,186,300 6,334,114 8,520,414
Overlook Manor III 2,300 32,968 1,026,300 3,062,642 4,088,942
Paces Station -- 1,646,648 4,801,500 34,194,201 38,995,701
Palatka Oaks I -- 6,560 49,535 452,378 501,913
Palatka Oaks II -- 5,522 42,767 390,421 433,187
Palm Place -- 10,223 248,315 2,245,056 2,493,371
Palms at South Shore -- 416,281 1,200,000 16,938,714 18,138,714
Palms, The -- 256,071 3,285,226 11,526,273 14,811,499
Panther Ridge -- 453,522 1,055,800 9,959,639 11,015,439
Paradise Pointe 419,614 1,799,747 1,913,414 19,143,965 21,057,379
Parc Royale -- 86,783 2,223,000 12,023,616 14,246,616
Park Knoll 4,300 1,915,780 2,908,800 28,091,691 31,000,491
Park Meadow -- 265,939 835,217 15,386,708 16,221,925
Park Place I and II (MN) 7,800 1,135,866 2,436,000 23,054,063 25,490,063
Park Place (TX) -- 167,908 1,603,000 12,129,192 13,732,192
Park West (CA) 200 944,675 3,033,500 28,247,058 31,280,558
Park West (TX) 100 486,853 648,705 5,225,394 5,874,099
Park West End (VA) 2,500 97,312 1,562,500 11,968,761 13,531,261
Parkcrest 5,000 383,797 1,265,000 10,788,604 12,053,604
Parkridge Place 2,100 558,596 6,432,900 17,650,270 24,083,170
Parkside 6,700 418,035 6,246,700 12,245,488 18,492,188
Parkview Terrace -- 331,371 4,969,200 35,985,148 40,954,348
Parkville (Col) -- 20,995 150,433 1,374,892 1,525,325
Parkville (IN) -- 3,407 103,434 934,316 1,037,750
Parkville (Par) -- 3,144 127,863 1,153,911 1,281,774
Parkville (WV) -- 1,999 105,460 951,138 1,056,598
Parkwood East -- 225,821 1,644,000 15,016,519 16,660,519
Patchen Oaks 1,300 339,237 1,345,300 8,468,447 9,813,747
Pelican Pointe I -- 5,780 213,515 1,927,414 2,140,929
Pelican Pointe II -- 4,000 184,852 1,667,670 1,852,522
Pine Barrens -- 15,659 268,303 2,430,385 2,698,688
Pine Harbour 3,300 1,066,706 1,664,300 16,037,621 17,701,921
Pine Knoll -- 6,355 138,052 1,248,825 1,386,877
Pine Lake -- 1,697 79,877 720,588 800,464
Pine Meadow 1,350 815,015 720,650 7,302,059 8,022,709
Pine Meadows I (FL) -- 12,276 152,019 1,380,450 1,532,470
Pine Terrace I & II -- 76,057 288,992 2,676,983 2,965,975
Pine Tree Club -- 64,569 1,125,000 7,111,010 8,236,010
Pinellas Pines -- (6,430) 174,999 1,568,563 1,743,562
Pines of Cloverlane 1,200 3,957,201 1,907,800 20,837,514 22,745,314
Pines of Springdale 2,667 450,125 473,867 4,866,299 5,340,166
Plantation (TX) 2,900 380,548 2,322,900 8,098,970 10,421,870
Plantation Ridge 2,900 1,087,595 4,088,900 20,293,842 24,382,742
Plantations at Killearn -- 122,109 828,000 7,739,999 8,567,999
Pleasant Ridge 4,100 28,405 445,100 2,027,907 2,473,007
Plum Tree 4,700 436,480 1,996,700 20,682,685 22,679,385
Plum Tree Park -- 195,938 1,133,400 10,397,590 11,530,990
Plumwood (Che) -- 1,854 84,923 766,158 851,080
Plumwood (For) -- 5,105 131,351 1,187,262 1,318,613
Plumwood I -- 20,625 289,814 2,628,954 2,918,768
Plumwood II -- 968 107,583 969,216 1,076,799
Point (NC) -- 55,211 1,700,000 25,472,478 27,172,478
LIFE USED TO
DESCRIPTION COMPUTE
- ----------------------------------------------------------------------- DEPRECIATION IN
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- ---------------------------------------------------------------------------------------------
One Eton Square (1,553,505) 1985 30 Years
Orange Grove Village (1,181,558) 1986/1995 30 Years
Orchard Ridge (989,493) 1988 30 Years
Overlook (1,126,151) 1985 30 Years
Overlook Manor (223,567) 1980/1985 30 Years
Overlook Manor II (356,121) 1980/1985 30 Years
Overlook Manor III (165,917) 1980/1985 30 Years
Paces Station (3,030,942) 1984-1988/1989 30 Years
Palatka Oaks I (4,530) 1977 30 Years
Palatka Oaks II (3,804) 1980 30 Years
Palm Place (20,245) 1984 30 Years
Palms at South Shore (751,887) 1990 30 Years
Palms, The (856,248) 1990 30 Years
Panther Ridge (1,041,171) 1980 30 Years
Paradise Pointe (3,798,899) 1987-90 30 Years
Parc Royale (531,529) 1994 30 Years
Park Knoll (6,365,689) 1983 30 Years
Park Meadow (1,127,461) 1986 30 Years
Park Place I and II (MN) (3,094,798) 1986 30 Years
Park Place (TX) (874,889) 1996 30 Years
Park West (CA) (4,573,054) 1987/90 30 Years
Park West (TX) (1,300,192) 1985 30 Years
Park West End (VA) (894,429) 1985 30 Years
Parkcrest (595,297) 1987 30 Years
Parkridge Place (1,480,035) 1985 30 Years
Parkside (713,305) 1979 30 Years
Parkview Terrace (2,637,623) 1986 30 Years
Parkville (Col) (13,505) 1978 30 Years
Parkville (IN) (8,682) 1982 30 Years
Parkville (Par) (10,468) 1982 30 Years
Parkville (WV) (8,796) 1982 30 Years
Parkwood East (1,435,827) 1986 30 Years
Patchen Oaks (485,193) 1990 30 Years
Pelican Pointe I (17,639) 1987 30 Years
Pelican Pointe II (15,161) 1987 30 Years
Pine Barrens (22,241) 1986 30 Years
Pine Harbour (3,633,109) 1991 30 Years
Pine Knoll (11,312) 1985 30 Years
Pine Lake (6,710) 1982 30 Years
Pine Meadow (1,098,597) 1974 30 Years
Pine Meadows I (FL) (12,688) 1985 30 Years
Pine Terrace I & II (25,306) 1983 30 Years
Pine Tree Club (178,421) 1986 30 Years
Pinellas Pines (14,057) 1983 30 Years
Pines of Cloverlane (3,781,260) 1975-79 30 Years
Pines of Springdale (1,092,682) 1985/87(X) 30 Years
Plantation (TX) (625,820) 1969 30 Years
Plantation Ridge (1,232,194) 1975 30 Years
Plantations at Killearn (364,497) 1990 30 Years
Pleasant Ridge (117,006) 1982 30 Years
Plum Tree (1,349,403) 1989 30 Years
Plum Tree Park (999,214) 1991 30 Years
Plumwood (Che) (7,080) 1980 30 Years
Plumwood (For) (10,918) 1981 30 Years
Plumwood I (23,897) 1978 30 Years
Plumwood II (8,669) 1983 30 Years
Point (NC) (1,134,122) 1996 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- ------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ------------------------------------------------------------------------------------------------------------------------------
Pointe at South Mountain Phoenix, AZ 11,600,069 2,228,800 20,059,311
Pointe East Redmond, WA - 601,800 5,425,763
Polos Fort Myers, FL - 1,640,000 18,444,966
Polos East Orlando, FL - 1,386,000 19,058,620
Combined Ft. Lauderdale Properties (T) Ft. Lauderdale, FL 10,000,000 10,222,700 39,715,328
Portland Center Combined Portland, OR 21,929,538 6,028,000 43,554,399
Portofino Chino Hills, CA - 3,572,400 14,660,994
Portside Towers Combined Jersey City, NJ 57,560,162 22,440,000 96,842,913
Prairie Creek I & II Richardson, TX - 4,067,292 39,494,373
Preakness Antioch, TN (E) 1,560,000 7,671,710
Preserve at Squaw Peak Phoenix, AZ (O) 517,788 8,533,992
Preston at Willowbend Plano, TX - 872,500 8,107,915
Preston Bend Dallas, TX 8,719,000 1,083,000 10,024,505
Preston Lake Atlanta, GA - 1,430,900 12,918,697
Princeton Court Evansville, IN 906,106 116,696 1,050,264
Princeton Square Jacksonville, FL - 864,000 11,910,478
Promenade (FL) St. Petersburg, FL - 2,124,193 25,804,037
Promenade Terrace Corona Hills, CA 15,661,286 2,281,000 20,546,289
Promontory Pointe I & II Phoenix, AZ (O) 2,355,509 30,421,840
Prospect Towers Hackensack, NJ 14,624,305 8,425,000 27,989,853
Pueblo Villas Albuquerque, NM - 854,300 7,694,320
Quail Call Albany, GA 716,387 104,723 942,511
Quail Cove Salt Lake City, UT - 2,271,800 20,444,381
Ramblewood I (Val) Valdosta, GA 975,751 132,084 1,188,753
Ramblewood II (Aug) Augusta, GA - 169,269 1,523,424
Ramblewood II (Val) Valdosta, GA 483,139 61,672 555,049
Rancho Murietta Tempe, AZ - 1,766,282 17,585,449
Ranchside St. Petersburg, FL 686,474 144,692 1,302,232
Ranchstone Houston, TX - 770,000 15,371,431
Ravens Crest Plainsboro, NJ (N) 4,673,000 42,080,642
Ravenwood Greenville, SC 1,565,791 197,284 1,775,552
Ravinia Greenfield, WI (Q) 1,236,000 12,055,713
Red Deer I Dayton, OH 1,281,868 204,317 1,838,851
Red Deer II Dayton, OH 1,174,345 193,852 1,744,665
Redan Village I Atlanta, GA 1,204,316 274,294 2,468,650
Redan Village II Atlanta, GA 1,080,708 240,605 2,165,449
Redlands Lawn and Tennis Redlands, CA - 4,822,320 26,359,328
Reflections at the Lakes Las Vegas, NV - 1,896,000 17,058,626
Regatta San Antonio, TX - 818,500 7,366,677
Regency Charlotte, NC - 890,000 11,783,920
Regency Palms Huntington Beach, CA - 1,856,500 16,718,292
Regency Woods Des Moines, IA 6,351,345 745,100 7,027,086
Registry Denver, CO - 1,303,100 11,726,478
Reserve at Ashley Lake Boynton Beach, FL 24,150,000 3,519,900 23,345,118
Reserve Square Combined Cleveland, OH - 2,618,352 23,582,869
Retreat, The Phoenix, AZ - 3,475,114 27,268,765
Richmond Townhomes Houston, TX 9,191,494 940,000 13,906,905
Ridgegate Seattle, WA - 805,800 7,323,524
Ridgetop Tacoma, WA - 811,500 7,299,490
Ridgetree Dallas, TX - 2,094,600 19,037,864
Ridgeway Commons Memphis, TN - 568,400 5,396,306
Ridgewood (Lou) Louisville, KY 864,095 163,686 1,473,173
Ridgewood (MI) Detriot, MI 1,200,000 176,969 1,592,721
Ridgewood (Rus) Nashville, KY 763,342 69,156 622,405
Ridgewood I (Bed) Bedford, IN 850,377 107,120 964,079
Ridgewood I (Elk) Elkhart, IN 1,171,440 159,371 1,434,341
Ridgewood I (GA) Atlanta, GA 1,413,648 230,574 2,075,168
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION (IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- ------------------------------------------------------------------------------------------------------------------------------------
Pointe at South Mountain - 621,583 2,228,800 20,680,894 22,909,694
Pointe East 800 235,997 602,600 5,661,760 6,264,360
Polos - 301,494 1,640,000 18,746,460 20,386,460
Polos East - 138,739 1,386,000 19,197,359 20,583,359
Combined Ft. Lauderdale Properties (T) 8,600 2,069,004 10,231,300 41,784,332 52,015,632
Portland Center Combined 4,900 722,041 6,032,900 44,276,439 50,309,339
Portofino - 171,655 3,572,400 14,832,649 18,405,049
Portside Towers Combined 15,700 313,184 22,455,700 97,156,097 119,611,797
Prairie Creek I & II - 56,494 4,067,292 39,550,867 43,618,158
Preakness 1,900 1,138,963 1,561,900 8,810,673 10,372,573
Preserve at Squaw Peak - 152,605 517,788 8,686,597 9,204,385
Preston at Willowbend - 1,678,188 872,500 9,786,103 10,658,603
Preston Bend 2,200 189,245 1,085,200 10,213,750 11,298,950
Preston Lake 34,993 1,281,902 1,465,893 14,200,599 15,666,492
Princeton Court - 12,807 116,696 1,063,071 1,179,767
Princeton Square - 113,638 864,000 12,024,115 12,888,115
Promenade (FL) - 140,252 2,124,193 25,944,289 28,068,482
Promenade Terrace 1,800 458,387 2,282,800 21,004,676 23,287,476
Promontory Pointe I & II - 330,742 2,355,509 30,752,581 33,108,090
Prospect Towers 1,600 883,784 8,426,600 28,873,636 37,300,236
Pueblo Villas 1,300 977,991 855,600 8,672,311 9,527,911
Quail Call - 3,483 104,723 945,994 1,050,717
Quail Cove - 551,603 2,271,800 20,995,984 23,267,784
Ramblewood I (Val) - 4,187 132,084 1,192,940 1,325,024
Ramblewood II (Aug) - 19,542 169,269 1,542,967 1,712,236
Ramblewood II (Val) - 1,789 61,672 556,839 618,511
Rancho Murietta - 308,644 1,766,282 17,894,093 19,660,375
Ranchside - 5,878 144,692 1,308,110 1,452,802
Ranchstone - 81,134 770,000 15,452,565 16,222,565
Ravens Crest 2,850 2,252,693 4,675,850 44,333,335 49,009,185
Ravenwood - 3,227 197,284 1,778,779 1,976,062
Ravinia 4,100 264,043 1,240,100 12,319,756 13,559,856
Red Deer I - 2,347 204,317 1,841,198 2,045,515
Red Deer II - 3,194 193,852 1,747,859 1,941,711
Redan Village I - 7,780 274,294 2,476,430 2,750,724
Redan Village II - 1,919 240,605 2,167,368 2,407,974
Redlands Lawn and Tennis - 506,607 4,822,320 26,865,935 31,688,255
Reflections at the Lakes - 384,427 1,896,000 17,443,054 19,339,054
Regatta - 255,057 818,500 7,621,734 8,440,234
Regency - 78,512 890,000 11,862,432 12,752,432
Regency Palms 900 823,622 1,857,400 17,541,914 19,399,314
Regency Woods 8,380 219,695 753,480 7,246,781 8,000,261
Registry - 219,650 1,303,100 11,946,129 13,249,229
Reserve at Ashley Lake 500 452,827 3,520,400 23,797,945 27,318,345
Reserve Square Combined 500 12,070,829 2,618,852 35,653,698 38,272,550
Retreat, The - 38,552 3,475,114 27,307,317 30,782,431
Richmond Townhomes - 94,029 940,000 14,000,934 14,940,934
Ridgegate - 151,483 805,800 7,475,008 8,280,808
Ridgetop - 128,373 811,500 7,427,863 8,239,363
Ridgetree 20,600 1,426,528 2,115,200 20,464,391 22,579,591
Ridgeway Commons 14,840 200,136 583,240 5,596,442 6,179,682
Ridgewood (Lou) - 430 163,686 1,473,603 1,637,289
Ridgewood (MI) - 4,776 176,969 1,597,496 1,774,465
Ridgewood (Rus) - 12,074 69,156 634,478 703,635
Ridgewood I (Bed) - 6,672 107,120 970,751 1,077,871
Ridgewood I (Elk) - 14,808 159,371 1,449,149 1,608,520
Ridgewood I (GA) - 5,968 230,574 2,081,136 2,311,710
LIFE USED TO
COMPUTE
DESCRIPTION DEPRECIATION IN
- ---------------------------------------------------------------------------------
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- -----------------------------------------------------------------------------------------------
Pointe at South Mountain (2,018,761) 1988 30 Years
Pointe East (1,079,919) 1988 30 Years
Polos (867,299) 1991 30 Years
Polos East (865,308) 1991 30 Years
Combined Ft. Lauderdale Properties (T) (6,224,657) 1988 30 Years
Portland Center Combined (1,717,412) 1965 30 Years
Portofino (1,075,995) 1989 30 Years
Portside Towers Combined (5,181,331) 1992/1997 30 Years
Prairie Creek I & II (1,128,902) 1998/99 30 Years
Preakness (803,978) 1986 30 Years
Preserve at Squaw Peak (649,077) 1990 30 Years
Preston at Willowbend (2,263,021) 1985 30 Years
Preston Bend (980,172) 1986 30 Years
Preston Lake (3,335,031) 1984-86 30 Years
Princeton Court (9,916) 1985 30 Years
Princeton Square (563,868) 1984 30 Years
Promenade (FL) (1,145,473) 1994 30 Years
Promenade Terrace (2,677,571) 1990 30 Years
Promontory Pointe I & II (2,246,711) 1984/1996 30 Years
Prospect Towers (1,907,947) 1995 30 Years
Pueblo Villas (1,210,863) 1975 30 Years
Quail Call (8,893) 1984 30 Years
Quail Cove (2,069,366) 1987 30 Years
Ramblewood I (Val) (10,896) 1983 30 Years
Ramblewood II (Aug) (14,924) 1986 30 Years
Ramblewood II (Val) (5,149) 1983 30 Years
Rancho Murietta (1,329,081) 1983 30 Years
Ranchside (12,306) 1985 30 Years
Ranchstone (684,806) 1996 30 Years
Ravens Crest (9,058,639) 1984 30 Years
Ravenwood (16,278) 1987 30 Years
Ravinia (805,342) 1991 30 Years
Red Deer I (16,553) 1986 30 Years
Red Deer II (15,699) 1987 30 Years
Redan Village I (22,143) 1984 30 Years
Redan Village II (19,377) 1986 30 Years
Redlands Lawn and Tennis (2,012,103) 1986 30 Years
Reflections at the Lakes (1,673,007) 1989 30 Years
Regatta (776,707) 1983 30 Years
Regency (537,602) 1986 30 Years
Regency Palms (2,550,877) 1969 30 Years
Regency Woods (569,679) 1986 30 Years
Registry (1,150,094) 1987 30 Years
Reserve at Ashley Lake (1,814,527) 1990 30 Years
Reserve Square Combined (8,338,981) 1973 30 Years
Retreat, The (489,190) 1999 30 Years
Richmond Townhomes (622,577) 1995 30 Years
Ridgegate (730,185) 1990 30 Years
Ridgetop (747,671) 1988 30 Years
Ridgetree (3,018,446) 1983 30 Years
Ridgeway Commons (435,462) 1970 30 Years
Ridgewood (Lou) (13,306) 1984 30 Years
Ridgewood (MI) (14,383) 1983 30 Years
Ridgewood (Rus) (6,392) 1984 30 Years
Ridgewood I (Bed) (9,041) 1984 30 Years
Ridgewood I (Elk) (13,455) 1984 30 Years
Ridgewood I (GA) (18,548) 1984 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ------------------------------------------------------------------------------------------------------------------------------------
Ridgewood I (Lex) Lexington, KY 1,040,373 203,720 1,833,477
Ridgewood I (OH) Columbus, OH 1,191,565 174,066 1,566,593
Ridgewood II (Bed) Bedford, IN 883,318 99,559 896,029
Ridgewood II (Elk) Elkhart, IN 1,297,758 215,335 1,938,012
Ridgewood II (GA) Atlanta, GA 1,008,359 164,999 1,484,991
Ridgewood II (OH) Columbus, OH 1,151,846 162,914 1,466,226
Ridgewood Village San Diego, CA (U) 5,760,000 14,032,511
Rincon Houston, TX - 4,400,000 16,734,746
River Bend Tampa, FL - 602,945 2,916,839
River Glen I Columbus, OH 985,686 171,272 1,541,447
River Glen II Columbus, OH 1,156,468 158,684 1,428,152
River Hill Grand Prairie, TX - 2,004,000 19,272,944
River Oak Louisville, KY - 1,253,900 11,300,386
River Park Fort Worth, TX 7,632,622 2,240,000 8,818,888
Rivers Edge Waterbury, CT - 780,000 6,561,802
Rivers End I Jacksonville, FL 1,406,919 171,745 1,545,703
Rivers End II Jacksonville, FL 1,127,324 190,688 1,716,189
Riverside Park Tulsa, OK (E) 1,440,000 12,389,121
Riverview Estates Toledo, OH 1,057,319 141,210 1,270,890
Roanoke Detriot, MI 40,500 369,911 3,329,200
Rock Creek Corrboro, NC - 895,100 8,062,948
Rolido Parque Houston, TX 7,111,022 2,950,000 7,935,130
Rosecliff Quincy, MA - 5,460,000 12,989,873
Rosehill Pointe Lenexa, KS 12,924,830 2,073,400 18,864,909
Rosewood (KY) Louisville, KY 1,608,243 253,453 2,281,076
Rosewood (OH) Columbus, OH 1,279,827 212,378 1,911,405
Rosewood Commons I Indianapolis, IN 1,864,582 228,644 2,057,800
Rosewood Commons II Indianapolis, IN 1,194,320 220,463 1,984,167
Royal Oak Eagan, MN 13,148,135 1,598,200 14,415,400
Royal Oaks (FL) Jacksonville, FL - 1,988,000 13,645,117
Sabal Palm Pompano Beach, FL - 3,536,000 20,190,650
Sabal Palm at Boot Ranch Palm Harbor, FL 16,631,058 3,888,000 28,923,692
Sabal Palm at Carrollwood Place Tampa, FL - 3,888,000 26,911,542
Sabal Palm at Lake Buena Vista Orlando, Fl 21,170,000 2,800,000 23,687,893
Sabal Palm at Metrowest Orlando, Fl - 4,560,000 38,394,865
Sabal Palm at Metrowest II Orlando, Fl - 4,110,000 33,907,283
Sabal Pointe (L) Coral Springs, FL - 1,941,900 17,570,508
Saddle Creek Carrollton, TX - 703,300 6,375,449
Saddle Ridge Loudoun County, VA - 1,351,800 12,283,616
Sailboat Bay Raleigh, NC - 960,000 8,797,580
San Tropez Phoenix, AZ - 2,738,000 24,650,003
Sandalwood Toledo, OH 1,103,983 151,926 1,367,336
Sandpiper II Fort Pierce, FL 1,033,653 155,496 1,399,461
Sanford Court Orlando, Fl 1,760,829 238,814 2,149,327
Sawgrass Cove Bradenton, FL - 1,671,200 15,060,378
Scarborough Square Rockville, MD 5,119,928 1,815,000 7,540,062
Scottsdale Courtyards Scottsdale, AZ (O) 2,979,269 25,073,538
Scottsdale Meadows Scottsdale, AZ - 1,512,000 11,407,699
Sedona Ridge Ahwatukee, AZ - 5,508,000 9,703,496
Sedona Springs Austin, TX - 2,574,000 23,477,043
Seeley Lake Tacoma, WA - 2,760,400 24,845,286
Settler's Point Salt Lake City, UT - 1,715,100 15,437,046
Seventh & James Seattle, WA - 663,800 5,974,803
Shadow Bay I Jacksonville, FL - 123,319 1,109,867
Shadow Bay II Jacksonville, FL 990,062 139,709 1,257,379
Shadow Brook Phoenix, AZ (O) 3,065,496 18,367,686
Shadow Lake Doraville, GA - 1,140,000 13,117,277
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION (IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- ------------------------------------------------------------------------------------------------------------------------------------
Ridgewood I (Lex) - 1,814 203,720 1,835,291 2,039,010
Ridgewood I (OH) - 6,169 174,066 1,572,762 1,746,828
Ridgewood II (Bed) - 8,806 99,559 904,834 1,004,393
Ridgewood II (Elk) - 19,093 215,335 1,957,105 2,172,440
Ridgewood II (GA) - 794 164,999 1,485,785 1,650,784
Ridgewood II (OH) - 3,176 162,914 1,469,402 1,632,316
Ridgewood Village 1,500 17,709 5,761,500 14,050,220 19,811,720
Rincon 1,900 122,065 4,401,900 16,856,811 21,258,711
River Bend - 1,765,660 602,945 4,682,499 5,285,444
River Glen I - 2,855 171,272 1,544,302 1,715,574
River Glen II - 1,186 158,684 1,429,338 1,588,022
River Hill - 220,879 2,004,000 19,493,823 21,497,823
River Oak 2,700 492,123 1,256,600 11,792,509 13,049,109
River Park 5,400 1,089,629 2,245,400 9,908,517 12,153,917
Rivers Edge 1,900 44,071 781,900 6,605,874 7,387,774
Rivers End I - 3,361 171,745 1,549,064 1,720,809
Rivers End II - 3,186 190,688 1,719,375 1,910,062
Riverside Park 1,400 342,244 1,441,400 12,731,365 14,172,765
Riverview Estates - 3,158 141,210 1,274,048 1,415,258
Roanoke - 6,827 369,911 3,336,028 3,705,939
Rock Creek 600 343,612 895,700 8,406,560 9,302,260
Rolido Parque 5,900 750,516 2,955,900 8,685,646 11,641,546
Rosecliff - 2,717 5,460,000 12,992,590 18,452,590
Rosehill Pointe 22,600 1,690,797 2,096,000 20,555,705 22,651,705
Rosewood (KY) - 16,594 253,453 2,297,670 2,551,123
Rosewood (OH) - 8,425 212,378 1,919,830 2,132,209
Rosewood Commons I - 11,881 228,644 2,069,680 2,298,325
Rosewood Commons II - 16,118 220,463 2,000,285 2,220,749
Royal Oak 4,704 337,982 1,602,904 14,753,382 16,356,285
Royal Oaks (FL) - 138,372 1,988,000 13,783,489 15,771,489
Sabal Palm 2,600 737,738 3,538,600 20,928,388 24,466,988
Sabal Palm at Boot Ranch - 168,353 3,888,000 29,092,045 32,980,045
Sabal Palm at Carrollwood Place - 169,009 3,888,000 27,080,552 30,968,552
Sabal Palm at Lake Buena Vista - 201,215 2,800,000 23,889,108 26,689,108
Sabal Palm at Metrowest (450,000) 205,634 4,110,000 38,600,499 42,710,499
Sabal Palm at Metrowest II 450,000 78,683 4,560,000 33,985,966 38,545,966
Sabal Pointe (L) 9,700 344,893 1,951,600 17,915,401 19,867,001
Saddle Creek 4,800 3,237,209 708,100 9,612,658 10,320,758
Saddle Ridge 13,000 451,702 1,364,800 12,735,318 14,100,118
Sailboat Bay - 183,887 960,000 8,981,467 9,941,467
San Tropez - 310,770 2,738,000 24,960,773 27,698,773
Sandalwood - 1,490 151,926 1,368,826 1,520,752
Sandpiper II - 9,964 155,496 1,409,425 1,564,920
Sanford Court - 8,519 238,814 2,157,846 2,396,660
Sawgrass Cove 2,950 1,420,386 1,674,150 16,480,765 18,154,915
Scarborough Square - 99,143 1,815,000 7,639,205 9,454,205
Scottsdale Courtyards - 293,614 2,979,269 25,367,152 28,346,421
Scottsdale Meadows - 197,072 1,512,000 11,604,771 13,116,771
Sedona Ridge - 311,028 5,508,000 10,014,524 15,522,524
Sedona Springs - 130,113 2,574,000 23,607,156 26,181,156
Seeley Lake - 380,827 2,760,400 25,226,114 27,986,514
Settler's Point - 613,357 1,715,100 16,050,403 17,765,503
Seventh & James - 133,631 663,800 6,108,434 6,772,234
Shadow Bay I - 4,003 123,319 1,113,869 1,237,188
Shadow Bay II - 4,570 139,709 1,261,948 1,401,657
Shadow Brook - 292,506 3,065,496 18,660,192 21,725,688
Shadow Lake - 81,614 1,140,000 13,198,891 14,338,891
LIFE USED TO
COMPUTE
DESCRIPTION DEPRECIATION IN
- --------------------------------------------------------------------------------------------
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- --------------------------------------------------------------------------------------------
Ridgewood I (Lex) (16,373) 1984 30 Years
Ridgewood I (OH) (14,247) 1984 30 Years
Ridgewood II (Bed) (8,571) 1986 30 Years
Ridgewood II (Elk) (18,206) 1986 30 Years
Ridgewood II (GA) (13,269) 1986 30 Years
Ridgewood II (OH) (13,274) 1985 30 Years
Ridgewood Village (1,021,636) 1997 30 Years
Rincon (1,660,510) 1996 30 Years
River Bend (3,638,171) 1971 30 Years
River Glen I (13,938) 1987 30 Years
River Glen II (12,809) 1987 30 Years
River Hill (878,180) 1996 30 Years
River Oak (945,076) 1989 30 Years
River Park (564,762) 1984 30 Years
Rivers Edge (374,911) 1974 30 Years
Rivers End I (14,079) 1986 30 Years
Rivers End II (15,542) 1986 30 Years
Riverside Park (1,052,333) 1994 30 Years
Riverview Estates (12,199) 1987 30 Years
Roanoke (29,499) 1985 30 Years
Rock Creek (990,522) 1986 30 Years
Rolido Parque (663,254) 1978 30 Years
Rosecliff (276,066) 1990 30 Years
Rosehill Pointe (3,200,631) 1984 30 Years
Rosewood (KY) (20,784) 1984 30 Years
Rosewood (OH) (17,670) 1985 30 Years
Rosewood Commons I (19,123) 1986 30 Years
Rosewood Commons II (18,268) 1987 30 Years
Royal Oak (1,116,654) 1989 30 Years
Royal Oaks (FL) (636,826) 1991 30 Years
Sabal Palm (2,123,534) 1989 30 Years
Sabal Palm at Boot Ranch (1,299,988) 1996 30 Years
Sabal Palm at Carrollwood Place (1,214,963) 1995 30 Years
Sabal Palm at Lake Buena Vista (1,087,252) 1988 30 Years
Sabal Palm at Metrowest (1,685,822) 1998 30 Years
Sabal Palm at Metrowest II (1,513,049) 1997 30 Years
Sabal Pointe (L) (2,540,052) 1995 30 Years
Saddle Creek (3,488,055) 1980 30 Years
Saddle Ridge (1,949,000) 1989 30 Years
Sailboat Bay (419,027) 1986 30 Years
San Tropez (2,325,211) 1989 30 Years
Sandalwood (12,278) 1984 30 Years
Sandpiper II (13,069) 1982 30 Years
Sanford Court (19,922) 1976 30 Years
Sawgrass Cove (3,610,334) 1991 30 Years
Scarborough Square (286,105) 1967 30 Years
Scottsdale Courtyards (1,842,672) 1993 30 Years
Scottsdale Meadows (854,318) 1984 30 Years
Sedona Ridge (1,016,060) 1988 30 Years
Sedona Springs (1,060,492) 1995 30 Years
Seeley Lake (2,429,867) 1990 30 Years
Settler's Point (1,555,999) 1986 30 Years
Seventh & James (577,713) 1992 30 Years
Shadow Bay I (10,279) 1984 30 Years
Shadow Bay II (11,561) 1985 30 Years
Shadow Brook (1,366,383) 1984 30 Years
Shadow Lake (599,606) 1989 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- -----------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- -----------------------------------------------------------------------------------------------------------------------------------
Shadow Ridge Tallahassee, FL 1,018,858 150,327 1,352,939
Shadow Trace Atlanta, GA - 244,320 2,198,884
Shadowood I Sarasota, FL 1,420,269 157,661 1,418,945
Shadowood II Sarasota, FL 1,920,328 152,031 1,368,278
Sheffield Court Arlington, VA - 3,349,350 31,960,800
Sherbrook (IN) Indianapolis, IN 1,673,663 171,920 1,547,284
Sherbrook (OH) Columbus, OH 1,092,268 163,493 1,471,440
Sherbrook (PA) Pittsburgh, WV 1,278,955 279,665 2,516,985
Shoal Run Birmingham, AL - 1,380,000 12,218,577
Shores at Andersen Springs Chandler, AZ (O) 2,743,816 22,774,646
Siena Terrace Lake Forest, CA - 8,900,000 24,123,024
Sierra Canyon Canyon Cnty, CA - 3,480,000 12,546,066
Silver Creek Phoenix, AZ (O) 712,102 6,707,496
Silver Forest Ocala, FL 859,440 126,536 1,138,821
Silver Shadow Las Vegas, NV - 952,100 8,799,511
Silver Springs (FL) Jacksonville, FL - 1,828,700 16,474,735
Silver Springs (OK) Tulsa, OK - 672,500 6,052,669
Silverwood Mission, KS (S) 1,230,000 11,070,904
Sky Pines I & II Orlando, Fl 2,307,645 349,029 3,141,259
Sky Ridge Atlanta, GA 1,879,443 437,373 3,936,361
Skylark Union City, CA - 1,775,000 16,713,916
Skyline Gateway Tucson, AZ - 1,128,400 10,155,747
Skyview Rancho Santa Margarita, CA - 3,380,000 21,708,875
Slate Run (Bt) Louisville, KY 766,280 96,556 869,006
Slate Run (Hop) Hopkinsville, KY 908,184 91,304 821,734
Slate Run (Ind) Indianapolis, IN 2,028,467 295,593 2,660,337
Slate Run (Leb) Indianapolis, IN 1,232,500 154,061 1,386,549
Slate Run (Mia) Dayton, OH 862,241 136,065 1,224,583
Slate Run I (Lou) Louisville, KY 870,163 179,766 1,617,890
Slate Run II (Lou) Louisville, KY 1,168,080 167,723 1,509,506
Smoketree Polo Club Indio, CA 9,050,000 864,000 6,950,033
Sommerset Place Raleigh, NC - 360,000 7,800,206
Songbird San Antonio, TX 6,554,066 1,080,500 9,734,435
Sonoran Phoenix, AZ (O) 2,361,922 31,841,724
Sonterra at Foothill Ranch Orange Cnty, CA 16,378,029 7,500,000 24,048,507
South Creek Mesa, AZ 15,600,333 2,669,300 24,042,042
Southwood Palo Alto, CA - 6,930,000 14,324,069
Spicewood Indianapolis, IN 1,012,173 128,355 1,155,191
Spicewood Springs Jacksonville, FL - 1,536,000 21,138,009
Spinnaker Cove Hermitage, TN 14,205,000 1,420,500 12,770,421
Spring Gate Panama City, FL 971,750 132,951 1,196,563
Spring Oak Richmond, VA - 3,803,700 7,854,648
Springbrook Anderson, SC 1,702,253 168,959 1,520,630
Springs Colony Orlando, FL (S) 631,900 5,860,157
Springs of Country Woods Salt Lake City, UT - 3,547,400 31,906,637
Springwood (Col) Columbus, OH 1,082,979 189,948 1,709,529
Springwood (IN) Ft. Wayne, IN 773,114 119,199 1,072,791
Springwood (KY) Cincinnati, KY 801,399 117,442 1,056,980
Springwood II (Aus) Youngstown, OH 473 78,057 702,513
Steeplechase Charlotte, NC - 1,111,500 10,180,750
Sterling Point Denver, CO - 935,500 8,419,200
Stewart Way I & II Savannah, GA 2,198,566 290,773 2,616,953
Stillwater Savannah, GA 941,996 151,198 1,360,780
Stonehenge (Day) Dayton, OH 1,180,692 202,294 1,820,645
Stonehenge (Ind) Indianapolis, IN 1,198,930 146,810 1,321,293
Stonehenge (Jas) Jasper, IN 438,289 78,335 705,013
Stonehenge (KY) Nashville, KY 790,000 111,632 1,004,684
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION (IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- ------------------------------------------------------------------------------------------------------------------------------------
Shadow Ridge - 4,518 150,327 1,357,457 1,507,783
Shadow Trace - 21,522 244,320 2,220,406 2,464,726
Shadowood I - 13,534 157,661 1,432,479 1,590,139
Shadowood II - 6,871 152,031 1,375,149 1,527,180
Sheffield Court - 622,255 3,349,350 32,583,055 35,932,405
Sherbrook (IN) - 9,547 171,920 1,556,832 1,728,752
Sherbrook (OH) - 3,084 163,493 1,474,524 1,638,018
Sherbrook (PA) - 2,476 279,665 2,519,462 2,799,127
Shoal Run - 49,790 1,380,000 12,268,367 13,648,367
Shores at Andersen Springs - 288,461 2,743,816 23,063,106 25,806,922
Siena Terrace - 308,655 8,900,000 24,431,678 33,331,678
Sierra Canyon 4,200 678,896 3,484,200 13,224,962 16,709,162
Silver Creek - 102,761 712,102 6,810,256 7,522,358
Silver Forest - 2,222 126,536 1,141,043 1,267,579
Silver Shadow 1,340 216,655 953,440 9,016,166 9,969,606
Silver Springs (FL) 2,400 589,385 1,831,100 17,064,120 18,895,220
Silver Springs (OK) - 116,197 672,500 6,168,867 6,841,367
Silverwood - 979,523 1,230,000 12,050,427 13,280,427
Sky Pines I & II - 19,577 349,029 3,160,836 3,509,864
Sky Ridge - 10,391 437,373 3,946,753 4,384,126
Skylark 6,600 250,652 1,781,600 16,964,567 18,746,167
Skyline Gateway - 287,983 1,128,400 10,443,730 11,572,130
Skyview - 21,933 3,380,000 21,730,807 25,110,807
Slate Run (Bt) - 5,434 96,556 874,441 970,997
Slate Run (Hop) - 19,319 91,304 841,053 932,357
Slate Run (Ind) - 9,937 295,593 2,670,274 2,965,867
Slate Run (Leb) - 17,957 154,061 1,404,505 1,558,566
Slate Run (Mia) - 3,260 136,065 1,227,844 1,363,908
Slate Run I (Lou) - 1,832 179,766 1,619,723 1,799,488
Slate Run II (Lou) - 3,212 167,723 1,512,718 1,680,441
Smoketree Polo Club 3,200 232,119 867,200 7,182,152 8,049,352
Sommerset Place - 71,740 360,000 7,871,945 8,231,945
Songbird 2,000 930,874 1,082,500 10,665,309 11,747,809
Sonoran - 370,955 2,361,922 32,212,679 34,574,601
Sonterra at Foothill Ranch 3,400 38,798 7,503,400 24,087,305 31,590,705
South Creek 2,000 1,002,105 2,671,300 25,044,147 27,715,447
Southwood 6,600 624,987 6,936,600 14,949,056 21,885,656
Spicewood - 37 128,355 1,155,228 1,283,583
Spicewood Springs - 979,925 1,536,000 22,117,934 23,653,934
Spinnaker Cove 41,231 501,696 1,461,731 13,272,117 14,733,849
Spring Gate - 8,708 132,951 1,205,271 1,338,222
Spring Oak - - 3,803,700 7,854,648 11,658,348
Springbrook - 18,100 168,959 1,538,730 1,707,689
Springs Colony 8,500 914,970 640,400 6,775,127 7,415,527
Springs of Country Woods - 1,112,515 3,547,400 33,019,153 36,566,553
Springwood (Col) - 7,351 189,948 1,716,880 1,906,828
Springwood (IN) - 2,848 119,199 1,075,639 1,194,838
Springwood (KY) - 2,215 117,442 1,059,195 1,176,637
Springwood II (Aus) - 731 78,057 703,244 781,301
Steeplechase - 97,056 1,111,500 10,277,806 11,389,306
Sterling Point - 168,200 935,500 8,587,400 9,522,900
Stewart Way I & II - 11,104 290,773 2,628,057 2,918,829
Stillwater - 4,254 151,198 1,365,034 1,516,232
Stonehenge (Day) - 1,857 202,294 1,822,502 2,024,796
Stonehenge (Ind) - 18,388 146,810 1,339,681 1,486,491
Stonehenge (Jas) - 2,403 78,335 707,416 785,751
Stonehenge (KY) - 4,406 111,632 1,009,090 1,120,722
LIFE USED TO
COMPUTE
DESCRIPTION DEPRECIATION IN
- --------------------------------------------------------------------------------------------
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- --------------------------------------------------------------------------------------------
Shadow Ridge (12,473) 1983 30 Years
Shadow Trace (20,114) 1984 30 Years
Shadowood I (13,296) 1982 30 Years
Shadowood II (12,753) 1983 30 Years
Sheffield Court (5,878,396) 1986 30 Years
Sherbrook (IN) (14,579) 1986 30 Years
Sherbrook (OH) (13,348) 1985 30 Years
Sherbrook (PA) (22,240) 1986 30 Years
Shoal Run (575,058) 1986 30 Years
Shores at Andersen Springs (1,695,090) 1989 30 Years
Siena Terrace (731,866) 1988 30 Years
Sierra Canyon (854,087) 1987 30 Years
Silver Creek (529,648) 1986 30 Years
Silver Forest (10,405) 1985 30 Years
Silver Shadow (1,936,532) 1992 30 Years
Silver Springs (FL) (1,484,647) 1985 30 Years
Silver Springs (OK) (637,471) 1984 30 Years
Silverwood (2,512,138) 1986 30 Years
Sky Pines I & II (29,036) 1986 30 Years
Sky Ridge (35,177) 1987 30 Years
Skylark (821,077) 1986 30 Years
Skyline Gateway (1,041,992) 1985 30 Years
Skyview (469,341) 1999 30 Years
Slate Run (Bt) (8,247) 1984 30 Years
Slate Run (Hop) (8,305) 1984 30 Years
Slate Run (Ind) (23,947) 1984 30 Years
Slate Run (Leb) (13,015) 1984 30 Years
Slate Run (Mia) (11,097) 1985 30 Years
Slate Run I (Lou) (14,642) 1984 30 Years
Slate Run II (Lou) (13,772) 1985 30 Years
Smoketree Polo Club (380,571) 1987-89 30 Years
Sommerset Place (361,991) 1983 30 Years
Songbird (1,393,324) 1981 30 Years
Sonoran (2,360,245) 1995 30 Years
Sonterra at Foothill Ranch (1,495,623) 1997 30 Years
South Creek (3,328,589) 1986-89 30 Years
Southwood (808,666) 1985 30 Years
Spicewood (10,462) 1986 30 Years
Spicewood Springs (1,035,439) 1986 30 Years
Spinnaker Cove (1,371,884) 1986 30 Years
Spring Gate (11,289) 1983 30 Years
Spring Oak - (R) 30 Years
Springbrook (14,782) 1986 30 Years
Springs Colony (1,573,779) 1986 30 Years
Springs of Country Woods (3,167,620) 1982 30 Years
Springwood (Col) (15,468) 1983 30 Years
Springwood (IN) (9,845) 1981 30 Years
Springwood (KY) (9,746) 1986 30 Years
Springwood II (Aus) (6,588) 1982 30 Years
Steeplechase (487,273) 1986 30 Years
Sterling Point (823,591) 1979 30 Years
Stewart Way I & II (24,309) 1986 30 Years
Stillwater (12,351) 1983 30 Years
Stonehenge (Day) (16,375) 1985 30 Years
Stonehenge (Ind) (12,647) 1984 30 Years
Stonehenge (Jas) (6,651) 1985 30 Years
Stonehenge (KY) (9,416) 1983 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ------------------------------------------------------------------------------------------------------------------------------------
Stonehenge (Mas) Canton, OH 624,377 145,386 1,308,477
Stonehenge (MI) Jackson, MI 1,068,963 146,554 1,318,985
Stonehenge (Ott) Lima, OH 558,155 97,654 878,884
Stonehenge I (Ric) Dayton, OH 1,122,698 156,343 1,407,087
Stoney Creek Tacoma, WA - 1,215,200 10,938,134
Stratford Lane I Columbus, OH 893,247 206,637 1,867,258
Strawberry Place Tampa, FL 770,474 78,445 706,003
Suffolk Grove I Columbus, OH - 214,107 1,926,961
Suffolk Grove II Columbus, OH 1,050,088 167,683 1,509,147
Sugartree I Daytona Beach, FL 983,117 164,985 1,484,863
Summer Chase Denver, CO 11,830,115 1,708,000 15,382,234
Summer Creek Plymouth, MN 2,303,767 576,000 3,815,800
Summer Ridge Riverside, CA - 600,500 5,422,807
Summerset Village Chatsworth, CA - 2,628,500 23,675,871
Summerwood Hayward, CA - 4,860,000 6,942,421
Summit at Lake Union Seattle, WA - 1,424,600 12,852,461
Summit Chase Coral Springs, FL - 1,120,000 4,433,084
Sun Creek Glendale, AZ (O) 896,929 7,066,940
Sunny Oak Village Overland Park, KS 14,898,087 2,222,600 20,230,536
Sunnyside Albany, GA 1,332,479 166,887 1,501,984
Sunrise Springs Las Vegas, NV - 972,600 8,775,662
Sunset Way I Miami, FL 1,619,086 258,568 2,327,111
Sunset Way II Miami, FL 2,636,031 274,903 2,474,128
Suntree Village Oro Valley, AZ (O) 1,571,745 13,095,941
Surprise Lake Village Tacoma, WA - 1,830,200 16,470,508
Surrey Downs Bellevue, WA - 3,050,000 7,848,618
Sutton Place Dallas, TX - 1,316,500 12,227,725
Sutton Place (FL) Lakeland, FL 855,842 120,887 1,087,987
Sweetwater Glen Lawrenceville, GA - 500,000 10,469,749
Sycamore Creek Scottsdale, AZ (E) 3,150,000 19,087,302
Tabor Ridge Cleveland, OH 1,687,748 235,940 2,123,463
Tamarind at Stoneridge Columbia, SC - 1,053,800 9,489,319
Tamarlane Portland, ME - 690,000 5,153,633
Tanasbourne Terrace Hillsboro, OR 11,982,492 1,873,000 16,891,205
Tanglewood (OR) Portland, OR - 760,000 6,863,649
Tanglewood (VA) Manassas, VA 24,855,587 2,103,400 19,674,833
Terrace Trace Tampa, FL 1,637,684 193,916 1,745,248
Thymewood II Miami, FL (552) 219,661 1,976,949
Timber Hollow Chapel Hill, NC - 800,000 11,219,537
Timbercreek Toledo, OH 1,542,455 203,420 1,830,778
Timberwalk Jacksonville, FL - 1,988,000 13,204,219
Timberwood Aurora, CO - 1,512,000 14,587,786
Timberwood (OH) Macon, GA 555,480 144,299 1,298,695
Town Center (TX) Kingwood, TX - 1,290,000 11,530,216
Town Center II (TX) Kingwood, TX - 1,375,000 13,837,474
Town Centre III & IV Laurel, MD 15,238,742 2,546,500 24,230,152
Towne Square Chandler, AZ - 1,924,710 36,211,417
Townhomes of Meadowbrook Auburn Hills, MI 10,071,742 1,380,000 12,367,314
Trails (CO), The Aurora, CO 10,074,269 1,217,800 8,877,205
Trails (NV), The Las Vegas, NV - 3,076,200 27,712,940
Trails (TX), The Arlington, TX - 616,700 5,745,125
Trails at Briar Forest Houston, TX 14,160,486 2,380,000 24,911,561
Trails at Dominion Park Houston, TX 25,013,613 2,529,000 35,699,589
Trails of Valley Ranch Irving, TX - 2,808,000 7,923,064
Trailway Pond I Burnsville, MN 4,913,909 476,800 4,309,055
Trailway Pond II Burnsville, MN 11,365,354 1,104,700 9,954,266
Trinity Lakes Cordova, TN (E) 1,980,000 14,955,732
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
(IMPROVEMENTS, NET)(I) PERIOD 12/31/99
- ---------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES(A) TOTAL(B)
- ---------------------------------------------------------------------------------------------------------------------------------
Stonehenge (Mas) - 7,424 145,386 1,315,901 1,461,287
Stonehenge (MI) - 330 146,554 1,319,315 1,465,869
Stonehenge (Ott) - 4,432 97,654 883,316 980,970
Stonehenge I (Ric) - 10,760 156,343 1,417,847 1,574,190
Stoney Creek - 182,572 1,215,200 11,120,706 12,335,906
Stratford Lane I - 1,983 206,637 1,869,241 2,075,878
Strawberry Place - 14,281 78,445 720,283 798,728
Suffolk Grove I - 3,288 214,107 1,930,249 2,144,356
Suffolk Grove II - 2,222 167,683 1,511,369 1,679,051
Sugartree I - 10,917 164,985 1,495,781 1,660,766
Summer Chase 1,200 1,179,229 1,709,200 16,561,462 18,270,662
Summer Creek 3,600 242,638 579,600 4,058,438 4,638,038
Summer Ridge 1,900 223,894 602,400 5,646,701 6,249,101
Summerset Village 262,846 376,991 2,891,346 24,052,863 26,944,208
Summerwood 6,600 224,843 4,866,600 7,167,264 12,033,864
Summit at Lake Union 100 759,034 1,424,700 13,611,495 15,036,195
Summit Chase 2,100 348,037 1,122,100 4,781,121 5,903,221
Sun Creek - 130,685 896,929 7,197,625 8,094,554
Sunny Oak Village 25,150 2,151,058 2,247,750 22,381,595 24,629,345
Sunnyside - 603 166,887 1,502,587 1,669,474
Sunrise Springs 2,700 379,434 975,300 9,155,096 10,130,396
Sunset Way I - 11,739 258,568 2,338,851 2,597,418
Sunset Way II - 4,764 274,903 2,478,892 2,753,795
Suntree Village - 374,645 1,571,745 13,470,586 15,042,331
Surprise Lake Village - 455,216 1,830,200 16,925,724 18,755,924
Surrey Downs 7,100 76,023 3,057,100 7,924,641 10,981,741
Sutton Place 41,900 2,827,457 1,358,400 15,055,182 16,413,582
Sutton Place (FL) - 7,479 120,887 1,095,466 1,216,353
Sweetwater Glen - 76,429 500,000 10,546,178 11,046,178
Sycamore Creek 2,000 429,964 3,152,000 19,517,266 22,669,266
Tabor Ridge - 560 235,940 2,124,022 2,359,962
Tamarind at Stoneridge 2,400 172,709 1,056,200 9,662,028 10,718,228
Tamarlane 900 147,937 690,900 5,301,569 5,992,469
Tanasbourne Terrace 3,700 1,264,592 1,876,700 18,155,797 20,032,497
Tanglewood (OR) 3,000 1,615,686 763,000 8,479,335 9,242,335
Tanglewood (VA) 4,895 2,251,142 2,108,295 21,925,975 24,034,270
Terrace Trace - 3,812 193,916 1,749,060 1,942,976
Thymewood II - 3,459 219,661 1,980,407 2,200,068
Timber Hollow - 130,316 800,000 11,349,853 12,149,853
Timbercreek - 1,371 203,420 1,832,149 2,035,569
Timberwalk - 142,033 1,988,000 13,346,252 15,334,252
Timberwood 6,600 388,286 1,518,600 14,976,073 16,494,673
Timberwood (OH) - 6,087 144,299 1,304,781 1,449,081
Town Center (TX) 1,300 193,375 1,291,300 11,723,592 13,014,892
Town Center II (TX) - 1,590 1,375,000 13,839,065 15,214,065
Town Centre III & IV 4,700 2,034,631 2,551,200 26,264,783 28,815,983
Towne Square - 319,701 1,924,710 36,531,118 38,455,828
Townhomes of Meadowbrook 2,600 469,826 1,382,600 12,837,140 14,219,740
Trails (CO), The 100 1,710,373 1,217,900 10,587,578 11,805,478
Trails (NV), The 3,000 1,146,722 3,079,200 28,859,662 31,938,862
Trails (TX), The 21,300 579,446 638,000 6,324,570 6,962,570
Trails at Briar Forest - 243,736 2,380,000 25,155,297 27,535,297
Trails at Dominion Park 2,800 1,092,971 2,531,800 36,792,560 39,324,360
Trails of Valley Ranch 1,400 205,855 2,809,400 8,128,919 10,938,319
Trailway Pond I 2,484 232,699 479,284 4,541,754 5,021,039
Trailway Pond II 2,588 249,320 1,107,288 10,203,586 11,310,874
Trinity Lakes 2,000 469,324 1,982,000 15,425,056 17,407,056
LIFE USED TO
COMPUTE
DESCRIPTION DEPRECIATION IN
- ----------------------------------------------------------------------------------
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- ----------------------------------------------------------------------------------
Stonehenge (Mas) (12,102) 1984 30 Years
Stonehenge (MI) (11,807) 1984 30 Years
Stonehenge (Ott) (7,992) 1983 30 Years
Stonehenge I (Ric) (12,848) 1984 30 Years
Stoney Creek (1,071,035) 1990 30 Years
Stratford Lane I (16,695) 1984 30 Years
Strawberry Place (7,096) 1982 30 Years
Suffolk Grove I (17,358) 1985 30 Years
Suffolk Grove II (13,449) 1987 30 Years
Sugartree I (13,702) 1984 30 Years
Summer Chase (2,269,958) 1983 30 Years
Summer Creek (230,197) 1985 30 Years
Summer Ridge (742,851) 1985 30 Years
Summerset Village (2,824,900) 1985 30 Years
Summerwood (400,314) 1982 30 Years
Summit at Lake Union (1,240,993) 1995 - 1997 30 Years
Summit Chase (548,513) 1985 30 Years
Sun Creek (556,216) 1985 30 Years
Sunny Oak Village (3,379,027) 1984 30 Years
Sunnyside (13,731) 1984 30 Years
Sunrise Springs (1,827,290) 1989 30 Years
Sunset Way I (21,465) 1987 30 Years
Sunset Way II (22,424) 1988 30 Years
Suntree Village (1,087,909) 1986 30 Years
Surprise Lake Village (1,666,072) 1986 30 Years
Surrey Downs (432,578) 1986 30 Years
Sutton Place (3,867,574) 1985 30 Years
Sutton Place (FL) (10,198) 1984 30 Years
Sweetwater Glen (486,070) 1986 30 Years
Sycamore Creek (1,589,335) 1984 30 Years
Tabor Ridge (19,335) 1986 30 Years
Tamarind at Stoneridge (832,338) 1985 30 Years
Tamarlane (503,791) 1986 30 Years
Tanasbourne Terrace (3,783,624) 1986-89 30 Years
Tanglewood (OR) (2,101,837) 1976 30 Years
Tanglewood (VA) (4,128,721) 1987 30 Years
Terrace Trace (16,100) 1985 30 Years
Thymewood II (17,760) 1986 30 Years
Timber Hollow (521,951) 1986 30 Years
Timbercreek (16,581) 1987 30 Years
Timberwalk (620,991) 1987 30 Years
Timberwood (874,206) 1983 30 Years
Timberwood (OH) (12,035) 1985 30 Years
Town Center (TX) (1,247,668) 1994 30 Years
Town Center II (TX) (13,563) 1994 30 Years
Town Centre III & IV (5,338,532) 1968, 1969 30 Years
Towne Square (2,700,797) 1987-1996 30 Years
Townhomes of Meadowbrook (756,374) 1988 30 Years
Trails (CO), The (2,767,017) 1986 30 Years
Trails (NV), The (5,629,075) 1988 30 Years
Trails (TX), The (1,466,440) 1984 30 Years
Trails at Briar Forest (1,152,474) 1990 30 Years
Trails at Dominion Park (3,882,199) 1992 30 Years
Trails of Valley Ranch (570,724) 1986 30 Years
Trailway Pond I (345,153) 1988 30 Years
Trailway Pond II (768,364) 1988 30 Years
Trinity Lakes (1,298,278) 1985 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ------------------------------------------------------------------------------------------------------------------------------------
Trowbridge Atlanta, GA - 2,520,000 9,489,361
Turf Club Littleton, CO - 2,100,000 15,478,040
Turkscap I Tampa, FL 558,781 125,766 1,131,898
Turkscap III Tampa, FL 768,804 135,850 1,222,651
Tyrone Gardens Randolph, MA - 4,950,000 5,800,235
University Square I Tampa, FL 917,645 197,457 1,777,109
Valencia Plantation Orlando, FL - 873,000 12,819,377
Valley Creek I Woodbury, MN 12,827,815 1,622,600 14,626,770
Valley Creek II Woodbury, MN 10,110,100 1,229,500 11,091,476
Valleybrook Atlanta, GA 1,525,843 254,490 2,290,411
Valleyfield (KY) Lexington, KY 1,835,776 252,329 2,270,959
Valleyfield (PA) Pittsburg, PA - 274,317 2,468,850
Valleyfield I Atlanta, GA 1,629,018 252,413 2,271,717
Valleyfield II Atlanta, GA 1,026,548 258,320 2,324,883
Via Ventura Phoenix, AZ (E) 1,476,500 13,382,006
Villa Encanto Phoenix, AZ - 2,884,447 22,197,363
Villa Madeira Phoenix, AZ - 1,580,000 14,240,297
Villa Serenas Tucson, AZ 9,141,446 2,424,900 14,615,923
Villa Solana Laguna Hills, CA - 1,663,500 14,985,678
Village at Bear Creek Denver, CO 21,113,845 4,519,700 40,676,390
Village at Lakewood Phoenix, AZ (P) 3,166,411 13,859,090
Village at Tanque Verde Tucson, AZ (P) 1,434,838 7,134,638
Village Oaks Austin, TX 4,987,945 1,184,400 10,663,736
Village of Newport Federal Way, WA - 414,900 3,747,606
Village of Sycamore Ridge Memphis, TN - 621,300 5,612,046
Villas at Josey Ranch Carrollton, TX 6,727,424 1,584,000 7,264,404
Villas of Oak Creste San Antonio, TX - 905,800 8,151,738
Viridian Lake Fort Myers, FL - 960,000 17,806,758
Vista Del Lago Mission Viejo, CA 30,971,241 4,524,400 40,736,293
Vista Grove Mesa, AZ - 1,341,796 12,157,045
Vista Pointe Irving, TX - 2,079,000 17,028,694
Walden Wood Southfield, MI 5,706,032 833,300 7,513,690
Walker Place Dallas, TX 1,145,471 125,274 1,127,466
Walker's Mark Dallas, TX - 984,000 6,029,822
Warwick Station Denver, CO 9,534,250 2,281,900 20,543,195
Waterbury (GA) Athens, GA 657,813 147,450 1,327,050
Waterbury (IN) Indianapolis, IN 824,264 105,245 947,206
Waterbury (MI) Detroit,MI 2,106,702 331,739 2,985,650
Waterbury (OH) Cincinnati, OH 1,130,576 193,167 1,738,500
Waterbury (TN) Clarksville, TN 942,471 116,968 1,052,708
Waterford (Jax) Jacksonville, FL - 3,024,000 23,662,293
Waterford at Deerwood Jacksonville, FL 10,566,370 1,736,000 10,659,702
Waterford at Orange Park Orange Park, FL 9,540,000 1,960,000 12,098,784
Waterford at Regency Jacksonville, FL 7,075,238 1,113,000 5,184,162
Waterford at the Lakes Kent, WA - 3,100,200 16,153,087
Waterford Place (TN) Nashville, TN - 900,000 12,003,189
Waterford Village (Broward) Delray Beach, FL - 1,888,000 15,358,635
Watermark Square Portland, OR 8,061,856 1,580,000 14,247,039
Waterstone Place Seattle, WA 2,950,900 26,674,599
Welleby Lake Club Sunrise, FL - 3,648,000 17,620,879
Wellington (WA) Silverdale, WA 8,062,026 1,097,300 9,883,303
Wellington Hill Manchester, NH (S) 1,872,500 17,120,662
Wellsford Oaks Tulsa, OK - 1,310,500 11,794,290
Wentworth Detroit,MI - 217,502 1,957,520
West Of Eastland Columbus, OH 2,022,939 234,544 2,110,894
Westbrook Village Manchester, MO - 2,310,000 10,621,218
Westcreek Jacksonville, FL 180,466 185,199 1,666,792
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION (IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- ------------------------------------------------------------------------------------------------------------------------------------
Trowbridge 1,000 609,462 2,521,000 10,098,823 12,619,823
Turf Club 7,300 843,095 2,107,300 16,321,136 18,428,436
Turkscap I - 5,550 125,766 1,137,448 1,263,215
Turkscap III - 1,580 135,850 1,224,231 1,360,081
Tyrone Gardens 3,000 72,480 4,953,000 5,872,715 10,825,715
University Square I - 2,674 197,457 1,779,783 1,977,240
Valencia Plantation - 51,727 873,000 12,871,105 13,744,105
Valley Creek I 4,115 629,348 1,626,715 15,256,117 16,882,833
Valley Creek II 3,159 159,419 1,232,659 11,250,895 12,483,555
Valleybrook - 5,534 254,490 2,295,945 2,550,435
Valleyfield (KY) - 5,562 252,329 2,276,520 2,528,849
Valleyfield (PA) - 6,692 274,317 2,475,542 2,749,859
Valleyfield I - 2,510 252,413 2,274,228 2,526,641
Valleyfield II - 2,086 258,320 2,326,970 2,585,290
Via Ventura 10,100 4,815,861 1,486,600 18,197,867 19,684,467
Villa Encanto - 789,747 2,884,447 22,987,109 25,871,556
Villa Madeira 2,100 1,601,637 1,582,100 15,841,934 17,424,034
Villa Serenas 1,800 265,649 2,426,700 14,881,572 17,308,272
Villa Solana 1,600 1,372,378 1,665,100 16,358,056 18,023,156
Village at Bear Creek - 219,654 4,519,700 40,896,044 45,415,744
Village at Lakewood - 441,698 3,166,411 14,300,787 17,467,198
Village at Tanque Verde - 303,789 1,434,838 7,438,426 8,873,264
Village Oaks 1,600 507,844 1,186,000 11,171,580 12,357,580
Village of Newport 1,400 292,129 416,300 4,039,735 4,456,035
Village of Sycamore Ridge 2,600 262,988 623,900 5,875,035 6,498,935
Villas at Josey Ranch 3,700 269,222 1,587,700 7,533,626 9,121,326
Villas of Oak Creste - 493,841 905,800 8,645,579 9,551,379
Viridian Lake - 283,004 960,000 18,089,761 19,049,761
Vista Del Lago 1,400 2,495,423 4,525,800 43,231,717 47,757,517
Vista Grove - 146,856 1,341,796 12,303,901 13,645,697
Vista Pointe 1,800 151,120 2,080,800 17,179,814 19,260,614
Walden Wood 1,400 1,360,155 834,700 8,873,845 9,708,545
Walker Place - 2,241 125,274 1,129,707 1,254,981
Walker's Mark 800 196,019 984,800 6,225,841 7,210,641
Warwick Station 100 201,494 2,282,000 20,744,689 23,026,689
Waterbury (GA) - 2,444 147,450 1,329,495 1,476,945
Waterbury (IN) - 2,357 105,245 949,563 1,054,808
Waterbury (MI) - 24,135 331,739 3,009,785 3,341,524
Waterbury (OH) - 2,518 193,167 1,741,018 1,934,185
Waterbury (TN) - 2,319 116,968 1,055,027 1,171,995
Waterford (Jax) - 518,347 3,024,000 24,180,639 27,204,639
Waterford at Deerwood - 294,000 1,736,000 10,953,702 12,689,702
Waterford at Orange Park - 963,644 1,960,000 13,062,428 15,022,428
Waterford at Regency - 134,766 1,113,000 5,318,928 6,431,928
Waterford at the Lakes - 558,075 3,100,200 16,711,163 19,811,363
Waterford Place (TN) - 86,076 900,000 12,089,265 12,989,265
Waterford Village (Broward) - 1,397,696 1,888,000 16,756,331 18,644,331
Watermark Square 500 1,058,489 1,580,500 15,305,528 16,886,028
Waterstone Place 13,100 2,931,368 2,964,000 29,605,967 32,569,967
Welleby Lake Club - 214,745 3,648,000 17,835,624 21,483,624
Wellington (WA) 2,000 594,557 1,099,300 10,477,860 11,577,160
Wellington Hill 17,700 1,944,224 1,890,200 19,064,886 20,955,086
Wellsford Oaks - 188,148 1,310,500 11,982,438 13,292,938
Wentworth - 2,180 217,502 1,959,700 2,177,202
West Of Eastland - 12,197 234,544 2,123,090 2,357,634
Westbrook Village - 43,490 2,310,000 10,664,708 12,974,708
Westcreek - 12,032 185,199 1,678,824 1,864,023
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
LIFE USED TO
COMPUTE
DESCRIPTION DEPRECIATION IN
- -------------------------------------------------------------------------------------------
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- -------------------------------------------------------------------------------------------
Trowbridge (550,816) 1980 30 Years
Turf Club (944,364) 1986 30 Years
Turkscap I (10,406) 1977 30 Years
Turkscap III (11,074) 1982 30 Years
Tyrone Gardens (341,434) 1961/1965 30 Years
University Square I (16,278) 1979 30 Years
Valencia Plantation (574,894) 1990 30 Years
Valley Creek I (1,152,417) 1989 30 Years
Valley Creek II (845,794) 1990 30 Years
Valleybrook (20,417) 1986 30 Years
Valleyfield (KY) (20,533) 1985 30 Years
Valleyfield (PA) (22,044) 1985 30 Years
Valleyfield I (20,095) 1984 30 Years
Valleyfield II (20,555) 1985 30 Years
Via Ventura (4,160,469) 1980 30 Years
Villa Encanto (1,754,746) 1983 30 Years
Villa Madeira (3,318,290) 1971 30 Years
Villa Serenas (1,297,882) 1973 30 Years
Villa Solana (3,537,814) 1984 30 Years
Village at Bear Creek (3,760,814) 1987 30 Years
Village at Lakewood (1,116,058) 1988 30 Years
Village at Tanque Verde (621,346) 1984-1994 30 Years
Village Oaks (1,399,883) 1984 30 Years
Village of Newport (871,926) 1987 30 Years
Village of Sycamore Ridge (513,509) 1977 30 Years
Villas at Josey Ranch (431,527) 1986 30 Years
Villas of Oak Creste (929,891) 1979 30 Years
Viridian Lake (820,681) 1991 30 Years
Vista Del Lago (9,277,982) 1986-88 30 Years
Vista Grove (774,793) 1997 - 1998 30 Years
Vista Pointe (1,073,208) 1996 30 Years
Walden Wood (2,174,376) 1972 30 Years
Walker Place (10,667) 1988 30 Years
Walker's Mark (365,841) 1982 30 Years
Warwick Station (1,959,615) 1986 30 Years
Waterbury (GA) (12,008) 1985 30 Years
Waterbury (IN) (8,723) 1984 30 Years
Waterbury (MI) (27,075) 1985 30 Years
Waterbury (OH) (15,721) 1985 30 Years
Waterbury (TN) (9,732) 1985 30 Years
Waterford (Jax) (1,132,510) 1988 30 Years
Waterford at Deerwood (524,459) 1985 30 Years
Waterford at Orange Park (687,174) 1986 30 Years
Waterford at Regency (265,356) 1985 30 Years
Waterford at the Lakes (1,723,697) 1990 30 Years
Waterford Place (TN) (542,453) 1994 30 Years
Waterford Village (Broward) (798,065) 1989 30 Years
Watermark Square (1,641,362) 1990 30 Years
Waterstone Place (7,165,406) 1990 30 Years
Welleby Lake Club (806,867) 1991 30 Years
Wellington (WA) (1,948,942) 1990 30 Years
Wellington Hill (4,193,508) 1987 30 Years
Wellsford Oaks (1,186,540) 1991 30 Years
Wentworth (17,646) 1985 30 Years
West Of Eastland (20,121) 1977 30 Years
Westbrook Village (269,544) 1984 30 Years
Westcreek (15,664) 1986 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ------------------------------------------------------------------------------------------------------------------------------------
Westridge Tacoma, WA - 3,501,900 31,506,082
Westway Brunswick, GA 883,125 168,323 1,514,904
Westwood (IN) Elkhart, IN - 78,508 706,570
Westwood (OH) Columbus, OH 94,282 18,554 166,988
Westwood Pines Tamarac, FL - 1,526,200 13,739,616
Whispering Oaks Walnut Creek, CA 10,972,056 2,167,300 19,539,586
Whispering Pines II Fr. Pierce, FL - 105,172 946,544
Whisperwood Alabany, GA 550,950 84,240 758,163
White Bear Woods White Bear Lake, MN 14,184,170 1,621,300 14,609,576
Wilcrest Woods Savannah, GA 1,348,783 187,306 1,685,757
Wilde Lake Richmond, VA 4,440,000 934,600 8,524,744
Willow Brook (NC) Durham, NC - 1,408,000 7,118,834
Willow Creek I (GA) Atlanta, GA 832,502 145,769 1,326,411
Willow Lakes Spartanburg, SC 2,050,475 200,990 1,808,906
Willow Run (GA) Atlanta, GA 1,730,934 197,965 1,781,684
Willow Run (IN) New Albany, IN 1,130,811 183,873 1,654,854
Willow Run (KY) Owensboro, KY 1,128,383 141,016 1,269,141
Willow Run (OH) Mansfield, OH 833,658 103,396 930,565
Willow Trail Norcross, GA - 1,120,000 11,412,982
Willowick Aurora, CO - 500,000 4,157,878
Willowood (GA) Macon, GA 1,154,151 160,258 1,442,318
Willowood (KY) Owensboro, KY - 96,239 866,148
Willowood East II Indianapolis, IN 786,368 104,918 944,260
Willowood I (Gro) Columbus, OH 947,000 126,045 1,134,405
Willowood I (IN) Bloomington, IN 1,140,000 163,896 1,475,066
Willowood I (KY) Lexington, KY 1,016,267 138,822 1,249,401
Willowood I (Woo) Akron, OH 732,395 117,254 1,055,287
Willowood II (Gro) Columbus, OH 552,007 70,924 638,312
Willowood II (IN) Bloomington, IN 1,148,500 161,306 1,451,756
Willowood II (KY) Lexington, KY 851,423 120,375 1,083,379
Willowood II (Tro) Dayton, OH 914,537 142,623 1,283,610
Willowood II (Woo) Akron, OH 868,458 103,199 928,792
Willows I (OH), The Columbus, OH 560,734 76,283 686,551
Willows II (OH), The Columbus, OH 640,430 96,679 870,108
Willows III (OH), The Columbus, OH 863,348 129,221 1,162,993
Wimberly Dallas, TX - 2,232,000 27,685,923
Wimbledon Oaks Arlington, TX 7,422,826 1,488,000 8,850,195
Windemere Mesa, AZ 5,992,960 949,000 8,771,280
Windmill Colorado Springs, CO - 395,544 4,958,634
Windridge (CA) Laguna Niguel, CA (N) 2,660,800 23,966,595
Windridge (GA) Dunwoody, GA - 1,224,000 13,627,762
Windwood I (FL) Melbourne, FL - 113,913 1,025,215
Windwood II (FL) Melbourne, FL 360,000 118,915 1,070,236
Wingwood (Orl) Orlando, FL 1,498,204 236,884 2,131,959
Winter Woods I (FL) Orlando, FL 947,610 144,921 1,304,292
Winterwood Charlotte, NC 11,737,476 1,720,100 15,501,142
Winthrop Court (KY) Lexington, KY 1,488,803 184,709 1,662,384
Winthrop Court II (OH) Columbus, OH 742,316 102,381 921,430
Wood Creek (CA) Pleasant Hill, CA - 9,728,000 23,009,768
Wood Crest Villa Westland, MI - 925,900 8,492,103
Wood Forest Daytona Beach, FL 6,125,061 1,008,000 4,950,210
Wood Lane Place Woodbury, MN 14,014,000 2,003,300 18,081,691
Woodbine (Cuy) Akron, OH 1,035,420 185,868 1,672,813
Woodbine (Por) Hungtington, OH 636,931 78,098 702,881
Woodbridge (M) Cary, NC 4,688,514 1,981,900 17,838,219
Woodcliff I Atlanta, GA 1,172,930 276,659 2,489,931
Woodcliff II Atlanta, GA 1,681,499 266,449 2,398,044
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A) TOTAL (B)
- ------------------------------------------------------------------------------------------------------------------------------------
Westridge - 799,774 3,501,900 32,305,856 35,807,756
Westway - 8,381 168,323 1,523,286 1,691,608
Westwood (IN) - 9,098 78,508 715,668 794,176
Westwood (OH) - - 18,554 166,988 185,543
Westwood Pines 2,400 339,978 1,528,600 14,079,594 15,608,194
Whispering Oaks 3,500 1,060,849 2,170,800 20,600,436 22,771,236
Whispering Pines II - 4,776 105,172 951,319 1,056,491
Whisperwood - 3,140 84,240 761,303 845,543
White Bear Woods 3,441 236,302 1,624,741 14,845,878 16,470,619
Wilcrest Woods - 5,027 187,306 1,690,784 1,878,090
Wilde Lake 12,600 521,276 947,200 9,046,020 9,993,220
Willow Brook (NC) 1,500 184,159 1,409,500 7,302,993 8,712,493
Willow Creek I (GA) - 1,035 145,769 1,327,446 1,473,214
Willow Lakes - 7,841 200,990 1,816,747 2,017,737
Willow Run (GA) - 9,904 197,965 1,791,588 1,989,553
Willow Run (IN) - 9,003 183,873 1,663,857 1,847,730
Willow Run (KY) - 3,579 141,016 1,272,720 1,413,736
Willow Run (OH) - 2,591 103,396 933,156 1,036,552
Willow Trail - 84,286 1,120,000 11,497,268 12,617,268
Willowick 6,900 190,983 506,900 4,348,862 4,855,762
Willowood (GA) - 4,980 160,258 1,447,298 1,607,556
Willowood (KY) - 9,062 96,239 875,210 971,449
Willowood East II - 8,583 104,918 952,843 1,057,761
Willowood I (Gro) - 854 126,045 1,135,259 1,261,304
Willowood I (IN) - 7,636 163,896 1,482,702 1,646,598
Willowood I (KY) - 8,177 138,822 1,257,578 1,396,401
Willowood I (Woo) - 1,349 117,254 1,056,636 1,173,890
Willowood II (Gro) - 237 70,924 638,548 709,472
Willowood II (IN) - 1,841 161,306 1,453,597 1,614,903
Willowood II (KY) - 341 120,375 1,083,720 1,204,096
Willowood II (Tro) - 3,872 142,623 1,287,482 1,430,105
Willowood II (Woo) - 3,464 103,199 932,257 1,035,456
Willows I (OH), The - 2,744 76,283 689,295 765,578
Willows II (OH), The - 6,021 96,679 876,129 972,808
Willows III (OH), The - 1,867 129,221 1,164,860 1,294,081
Wimberly - 108,124 2,232,000 27,794,047 30,026,047
Wimbledon Oaks 3,700 350,075 1,491,700 9,200,270 10,691,970
Windemere 300 411,868 949,300 9,183,148 10,132,448
Windmill 100 797,354 395,644 5,755,988 6,151,632
Windridge (CA) 2,100 854,440 2,662,900 24,821,035 27,483,935
Windridge (GA) - 156,084 1,224,000 13,783,845 15,007,845
Windwood I (FL) - 4,573 113,913 1,029,787 1,143,700
Windwood II (FL) - 3,338 118,915 1,073,573 1,192,488
Wingwood (Orl) - 8,062 236,884 2,140,021 2,376,905
Winter Woods I (FL) - 5,310 144,921 1,309,603 1,454,524
Winterwood 1,900 1,667,447 1,722,000 17,168,589 18,890,589
Winthrop Court (KY) - 28,198 184,709 1,690,582 1,875,291
Winthrop Court II (OH) - 1,200 102,381 922,630 1,025,011
Wood Creek (CA) 1,900 302,901 9,729,900 23,312,669 33,042,569
Wood Crest Villa 7,922 824,243 933,822 9,316,346 10,250,168
Wood Forest - 29,316 1,008,000 4,979,526 5,987,526
Wood Lane Place 5,847 615,477 2,009,147 18,697,168 20,706,315
Woodbine (Cuy) - 471 185,868 1,673,284 1,859,152
Woodbine (Por) - 20,015 78,098 722,896 800,994
Woodbridge (M) 100 509,795 1,982,000 18,348,014 20,330,014
Woodcliff I - 4,654 276,659 2,494,585 2,771,244
Woodcliff II - 5,495 266,449 2,403,539 2,669,989
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
LIFE USED TO
COMPUTE
DESCRIPTION DEPRECIATION IN
- ----------------------------------------------------------------------------------------
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME DEPRECIATION CONSTRUCTION STATEMENT (C)
- ----------------------------------------------------------------------------------------
Westridge (3,146,814) 1987/1991 30 Years
Westway (14,064) 1984 30 Years
Westwood (IN) (6,752) 1984 30 Years
Westwood (OH) (1,625) 1980 30 Years
Westwood Pines (1,066,322) 1991 30 Years
Whispering Oaks (2,456,734) 1974 30 Years
Whispering Pines II (8,779) 1986 30 Years
Whisperwood (7,249) 1985 30 Years
White Bear Woods (1,126,466) 1989 30 Years
Wilcrest Woods (15,352) 1986 30 Years
Wilde Lake (1,042,447) 1989 30 Years
Willow Brook (NC) (742,988) 1986 30 Years
Willow Creek I (GA) (11,861) 1985 30 Years
Willow Lakes (16,905) 1986 30 Years
Willow Run (GA) (16,450) 1983 30 Years
Willow Run (IN) (15,085) 1984 30 Years
Willow Run (KY) (11,889) 1984 30 Years
Willow Run (OH) (8,901) 1983 30 Years
Willow Trail (530,427) 1985 30 Years
Willowick (252,644) 1980 30 Years
Willowood (GA) (13,089) 1984 30 Years
Willowood (KY) (8,405) 1984 30 Years
Willowood East II (9,133) 1985 30 Years
Willowood I (Gro) (10,255) 1984 30 Years
Willowood I (IN) (13,323) 1983 30 Years
Willowood I (KY) (11,535) 1984 30 Years
Willowood I (Woo) (9,683) 1984 30 Years
Willowood II (Gro) (5,761) 1985 30 Years
Willowood II (IN) (13,123) 1986 30 Years
Willowood II (KY) (9,929) 1985 30 Years
Willowood II (Tro) (11,897) 1987 30 Years
Willowood II (Woo) (8,784) 1986 30 Years
Willows I (OH), The (6,649) 1987 30 Years
Willows II (OH), The (8,139) 1981 30 Years
Willows III (OH), The (10,483) 1987 30 Years
Wimberly (1,229,499) 1996 30 Years
Wimbledon Oaks (518,830) 1985 30 Years
Windemere (888,408) 1986 30 Years
Windmill (1,702,527) 1985 30 Years
Windridge (CA) (4,652,693) 1989 30 Years
Windridge (GA) (643,036) 1982 30 Years
Windwood I (FL) (9,723) 1988 30 Years
Windwood II (FL) (10,097) 1987 30 Years
Wingwood (Orl) (19,329) 1980 30 Years
Winter Woods I (FL) (12,027) 1985 30 Years
Winterwood (3,973,146) 1986 30 Years
Winthrop Court (KY) (15,946) 1985 30 Years
Winthrop Court II (OH) (8,332) 1986 30 Years
Wood Creek (CA) (2,128,073) 1987 30 Years
Wood Crest Villa (896,381) 1970 30 Years
Wood Forest (238,822) 1985 30 Years
Wood Lane Place (1,390,578) 1989 30 Years
Woodbine (Cuy) (14,873) 1982 30 Years
Woodbine (Por) (7,100) 1981 30 Years
Woodbridge (M) (2,659,864) 1993-95 30 Years
Woodcliff I (22,045) 1984 30 Years
Woodcliff II (21,332) 1986 30 Years
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
INITIAL COST TO
DESCRIPTION COMPANY
- ------------------------------------------------------------------------------------------------------------------------------------
BUILDING &
APARTMENT NAME LOCATION ENCUMBRANCES LAND FIXTURES
- ------------------------------------------------------------------------------------------------------------------------------------
Woodcreek Beaverton, OR 10,836,214 1,753,700 15,804,205
Woodcrest I Macon, GA 1,152,424 115,739 1,050,217
Woodlake (WA) Kirkland, WA 11,642,214 6,624,000 16,735,484
Woodlake at Killearn Tallahassee, FL - 1,404,300 13,024,748
Woodland Hills Decatur, GA - 1,223,900 11,021,239
Woodland I & II (FL) Orlando, FL 3,498,688 461,949 4,157,538
Woodland Meadows Ann Arbor, MI - 2,003,600 18,049,552
Woodland Oaks Tulsa, OK - 893,100 8,038,166
Woodlands (KY) Nashville, KY - 72,094 648,844
Woodlands I (Col) Columbus, OH 1,802,330 231,996 2,087,960
Woodlands I (PA) Pittsburgh, PA 1,040,321 163,192 1,468,725
Woodlands I (Str) Cleveland, OH 1,412,684 197,378 1,776,398
Woodlands II (Col) Columbus, OH 1,563,244 192,633 1,733,701
Woodlands II (PA) Pittsburgh, PA - 192,972 1,736,751
Woodlands II (Str) Cleveland, OH 1,588,582 183,996 1,655,964
Woodlands III (Col) Columbus, OH - 230,536 2,074,824
Woodlands of Brookfield Brookfield, WI (Q) 1,480,000 13,961,081
Woodlands of Minnetonka Minnetonka, MN - 2,392,500 13,543,076
Woodleaf Campbell, CA 11,543,551 8,544,000 16,988,183
Woodmoor Austin, TX - 649,300 5,875,968
Woodridge (CO) Aurora, CO - 2,774,000 20,845,971
Woodridge (MN) Eagan, MN 7,712,379 1,600,000 10,449,579
Woods of North Bend Raleigh, NC - 1,039,000 9,305,319
Woodscape Raleigh, NC - 956,000 8,607,940
Woodside Lorton, VA - 1,308,100 12,510,903
Woodtrail Atlanta, GA 998,738 250,895 2,258,054
Woodvalley Anniston, AL 1,416,346 190,188 1,711,693
Wycliffe Court Nashville, TN 1,143,552 166,545 1,498,902
Wynbrook Atlanta, GA - 2,544,000 11,017,078
Wyndridge 2 Memphis, TN 14,135,000 1,486,000 13,749,636
Wyndridge 3 Memphis, TN 10,855,000 1,500,000 13,531,741
Yarmouth Woods Yarmouth, ME - 690,000 6,096,155
Yorktowne at Olde Mill Millersville, MD - 216,000 4,224,762
Yuma Court Colorado Springs, CO - 113,163 840,859
Miscellaneous - - 6,732,080
Operating Partnership Chicago, IL - - 88,566
Management Business Chicago, IL - - 3,442,962
------------------ ------------------ -------------------
TOTAL INVESTMENT IN REAL ESTATE $ 2,309,147,938 $ 1,546,641,806 $ 10,262,221,652
================== ================== ===================
================== ================== ===================
REAL ESTATE HELD FOR DISPOSITION
Lakeridge at Moors Miami, FL $ - $ 2,100,000 $ 9,068,840
Sonnet Cove I Lexington, KY - 183,407 1,770,784
Sonnet Cove II Lexington, KY - 100,000 1,462,579
------------------ ------------------ -------------------
TOTAL REAL ESTATE HELD FOR DISPOSITION $ - $ 2,383,407 $ 12,302,203
================== ================== ===================
TOTAL REAL ESTATE $ 2,309,147,938 $ 1,549,025,213 $ 10,274,523,855
================== ================== ===================
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
COST CAPITALIZED
SUBSEQUENT TO GROSS AMOUNT CARRIED
ACQUISITION AT CLOSE OF
DESCRIPTION (IMPROVEMENTS, NET) (I) PERIOD 12/31/99
- -----------------------------------------------------------------------------------------------------------------------
BUILDING & BUILDING &
APARTMENT NAME LAND FIXTURES LAND FIXTURES (A)
- -----------------------------------------------------------------------------------------------------------------------
Woodcreek 2,100 2,119,075 1,755,800 17,923,280
Woodcrest I - 3,979 115,739 1,054,197
Woodlake (WA) 7,400 250,511 6,631,400 16,985,996
Woodlake at Killearn 3,855 738,290 1,408,155 13,763,038
Woodland Hills 700 575,900 1,224,600 11,597,140
Woodland I & II (FL) - 28,119 461,949 4,185,657
Woodland Meadows 2,400 312,397 2,006,000 18,361,948
Woodland Oaks - 407,656 893,100 8,445,823
Woodlands (KY) - 18,514 72,094 667,359
Woodlands I (Col) - 10,966 231,996 2,098,926
Woodlands I (PA) - 3,493 163,192 1,472,219
Woodlands I (Str) - 2,905 197,378 1,779,304
Woodlands II (Col) - 9,332 192,633 1,743,033
Woodlands II (PA) - 11,689 192,972 1,748,440
Woodlands II (Str) - 1,992 183,996 1,657,956
Woodlands III (Col) - 6,001 230,536 2,080,825
Woodlands of Brookfield 4,600 237,393 1,484,600 14,198,474
Woodlands of Minnetonka 2,000 466,954 2,394,500 14,010,030
Woodleaf 6,600 112,378 8,550,600 17,100,561
Woodmoor 4,500 1,242,377 653,800 7,118,345
Woodridge (CO) 6,700 474,382 2,780,700 21,320,353
Woodridge (MN) 2,300 247,486 1,602,300 10,697,066
Woods of North Bend 500 1,305,050 1,039,500 10,610,369
Woodscape 1,300 285,321 957,300 8,893,261
Woodside 17,900 505,533 1,326,000 13,016,436
Woodtrail - 13,149 250,895 2,271,203
Woodvalley - 6,319 190,188 1,718,013
Wycliffe Court - 6,778 166,545 1,505,680
Wynbrook 2,500 211,136 2,546,500 11,228,213
Wyndridge 2 2,000 556,066 1,488,000 14,305,702
Wyndridge 3 2,500 403,393 1,502,500 13,935,134
Yarmouth Woods 2,800 209,209 692,800 6,305,364
Yorktowne at Olde Mill - 2,019,215 216,000 6,243,977
Yuma Court 100 159,593 113,263 1,000,452
Miscellaneous - 4,569 - 6,736,649
Operating Partnership - 150 - 88,716
Management Business 101,000 32,920,524 101,000 36,363,486
-------------- ---------------- ------------------- --------------------
TOTAL INVESTMENT IN REAL ESTATE $3,735,914 $ 426,363,116 $ 1,550,377,719 $10,688,584,768
============== ================ =================== ====================
============== ================ =================== ====================
REAL ESTATE HELD FOR DISPOSITION
Lakeridge at Moors $ - $ 60,745 $ 2,100,000 $ 9,129,585
Sonnet Cove I - 2,835,689 183,407 4,606,473
Sonnet Cove II - 799,939 100,000 2,262,518
-------------- ---------------- ------------------- --------------------
TOTAL REAL ESTATE HELD FOR DISPOSITION $ - $ 3,696,373 $ 2,383,407 $ 15,998,576
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TOTAL REAL ESTATE $3,735,914 $ 430,059,488 $ 1,552,761,126 $10,704,583,344
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EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
LIFE USED TO
COMPUTE
DESCRIPTION DEPRECIATION IN
- ----------------------------------------------------------------------------------------------------------------
ACCUMULATED DATE OF LATEST INCOME
APARTMENT NAME TOTAL (B) DEPRECIATION CONSTRUCTION STATEMENT (C)
- ----------------------------------------------------------------------------------------------------------------
Woodcreek 19,679,080 (3,965,455) 1982-84 30 Years
Woodcrest I 1,169,935 (9,867) 1984 30 Years
Woodlake (WA) 23,617,396 (939,644) 1984 30 Years
Woodlake at Killearn 15,171,193 (3,102,947) 1986 30 Years
Woodland Hills 12,821,740 (1,667,097) 1985 30 Years
Woodland I & II (FL) 4,647,605 (38,133) 1984/85 30 Years
Woodland Meadows 20,367,948 (1,509,989) 1987-1989 30 Years
Woodland Oaks 9,338,923 (861,147) 1983 30 Years
Woodlands (KY) 739,452 (6,855) 1983 30 Years
Woodlands I (Col) 2,330,922 (19,183) 1983 30 Years
Woodlands I (PA) 1,635,410 (13,177) 1983 30 Years
Woodlands I (Str) 1,976,681 (15,886) 1984 30 Years
Woodlands II (Col) 1,935,666 (15,871) 1984 30 Years
Woodlands II (PA) 1,941,412 (15,803) 1987 30 Years
Woodlands II (Str) 1,841,952 (14,857) 1985 30 Years
Woodlands III (Col) 2,311,361 (19,051) 1987 30 Years
Woodlands of Brookfield 15,683,074 (839,601) 1990 30 Years
Woodlands of Minnetonka 16,404,530 (1,073,483) 1988 30 Years
Woodleaf 25,651,161 (908,798) 1984 30 Years
Woodmoor 7,772,145 (1,731,345) 1981 30 Years
Woodridge (CO) 24,101,053 (1,240,035) 1980-82 30 Years
Woodridge (MN) 12,299,366 (640,231) 1986 30 Years
Woods of North Bend 11,649,869 (1,895,988) 1983 30 Years
Woodscape 9,850,561 (1,090,592) 1979 30 Years
Woodside 14,342,436 (2,515,124) 1987 30 Years
Woodtrail 2,522,098 (20,118) 1984 30 Years
Woodvalley 1,908,201 (15,624) 1986 30 Years
Wycliffe Court 1,672,224 (13,653) 1985 30 Years
Wynbrook 13,774,713 (671,616) 1972/1976 30 Years
Wyndridge 2 15,793,702 (1,431,485) 1988 30 Years
Wyndridge 3 15,437,634 (1,407,694) 1988 30 Years
Yarmouth Woods 6,998,164 (440,205) 1971/1978 30 Years
Yorktowne at Olde Mill 6,459,977 (4,584,812) 1974 30 Years
Yuma Court 1,113,715 (265,573) 1985 30 Years
Miscellaneous 6,736,649 (1,038)
Operating Partnership 88,716 (68,122) (H)
Management Business 36,464,486 (19,155,155) (G)
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TOTAL INVESTMENT IN REAL ESTATE $12,238,962,488 $ (1,070,486,957)
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REAL ESTATE HELD FOR DISPOSITION
Lakeridge at Moors $ 11,229,585 $ (417,185) 1991 30 Years
Sonnet Cove I 4,789,880 (3,452,988) 1972 30 Years
Sonnet Cove II 2,362,518 (1,643,555) 1974 30 Years
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TOTAL REAL ESTATE HELD FOR DISPOSITION $ 18,381,983 $ (5,513,728)
================== ==================
TOTAL REAL ESTATE $12,257,344,470 $ (1,076,000,685)
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SCHEDULE III
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
NOTES:
(A) The balance of furniture & fixtures included in the total investment in
real estate amount was $404,259,561 as of December 31,1999.
The balance of furniture & fixtures included in the total real estate
held for disposition amount was $1,403,187 as of December 31, 1999.
(B) The aggregate cost for Federal Income Tax purposes as of December 31,
1999 was approximately $8.5 billion.
(C) The life to compute depreciation for furniture & fixtures is 5 years.
(D) These two properties are encumbered by $14,438,632 in bonds.
(E) These 17 properties are encumbered by $136,000,000 in bonds.
(F) These four properties are encumbered by $15,500,000 in bonds.
(G) This asset consists of various acquisition dates and largely represents
furniture, fixtures and equipment owned by the Management Business.
(H) This asset consists of various acquisition dates and represents
furniture, fixtures and equipment owned by the Operating Partnership.
(I) Improvements are net of write-off of fully depreciated assets which are
no longer in service.
(J) Formerly known as Oxford & Sussex
(K) Formerly known as Post Place
(L) Formerly known as The Vinings at Coral Springs
(M) Formerly known as The Plantations (NC)
(N) These five properties are pledged as additional collateral in
connection with the tax-exempt bond refinancing of $177,570,000.
(O) These 21 properties are encumbered by $132,203,864 in bonds.
(P) These 5 properties are encumbered by a $48,722,302 note payable.
(Q) These 5 properties are encumbered by $50,000,000 of mortgage debt.
(R) These properties are currently under development and will be completed
subsequent to December 31, 1999.
(S) These ten properties are encumbered by $177,570,000 in bonds.
(T) Includes Port Royale I, Port Royale II and Port Royale III. Port Royale
III is encumbered by a third party mortgage.
(U) These five properties are pledged as additional collateral in
connection with a tax-exempt bond refinancing totaling $122,104,116.
* Four.Lakes was constructed in phases between 1968 & 1988.
(#) The Lodge-Texas was struck by a tornado that destroyed most of the
property. The property was reconstructed during 1989 & 1990.
(x) Pines of Springdale was constructed in phases between 1985 & 1987.
SCHEDULE III
EQUITY RESIDENTIAL PROPERTIES TRUST
REAL ESTATE AND ACCUMULATED DEPRECIATION (CONTINUED)
(AMOUNTS IN THOUSANDS)
The changes in total real estate for the years ended December 31, 1999, 1998,
and 1997 are as follows:
1999 1998 1997
------------------- ------------------- ------------------
Balance, beginning of year $ 10,986,261 $ 7,121,435 $ 2,983,510
Acquisitions 1,448,582 3,927,768 4,112,126
Improvements 141,935 102,020 60,043
Write-off of fully depreciated assets
which are no longer in service - (25) (930)
Dispositions and other (319,434) (164,937) (33,314)
------------------- ------------------- ------------------
Balance, end of year $ 12,257,344 $ 10,986,261 $ 7,121,435
=================== =================== ==================
The changes in accumulated depreciation for the years ended December 31, 1999,
1998, and 1997 are as follows:
1999 1998 1997
------------------- ------------------- ------------------
Balance, beginning of year $ 732,803 $ 444,762 $ 301,512
Depreciation 406,906 301,869 156,644
Write-off of fully depreciated assets
which are no longer in service - (25) (930)
Dispositions and other (63,708) (13,803) (12,464)
------------------- ------------------- ------------------
Balance, end of year $ 1,076,001 $ 732,803 $ 444,762
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S-12