-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VgNf9qUJcC4RTHR5QyU3tjhQ8yuPSSHxYpu11lYjxnxuxz6TTXSoUBx07nKsU5wY RmBR9goT8gyknYSeC48YGw== 0000752642-96-000006.txt : 19960809 0000752642-96-000006.hdr.sgml : 19960809 ACCESSION NUMBER: 0000752642-96-000006 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960630 FILED AS OF DATE: 19960808 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNITED MOBILE HOMES INC CENTRAL INDEX KEY: 0000752642 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 221890929 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-13130 FILM NUMBER: 96606173 BUSINESS ADDRESS: STREET 1: 125 WYCKOFF RD CITY: EATONTOWN STATE: NJ ZIP: 07724 BUSINESS PHONE: 9083893890 MAIL ADDRESS: STREET 1: P O BOX 335 STREET 2: 125 WYCKOFF ROAD CITY: EATONTOWN STATE: NJ ZIP: 07724 10-Q 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ( x ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1996 ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ended _________________________ For Quarter Ended Commission File Number June 30, 1996 0-13130 UNITED MOBILE HOMES, INC. (Exact name of registrant as specified in its charter) New Jersey 22-1890929 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) identification number) 125 Wyckoff Road, Eatontown, New Jersey 07724 Registrant's telephone number, including area code (908) 389-3890 ______________________________________________________________________ (Former name, former address and former fiscal year, if changed since last report.) 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 whether the financial statements required by instruction H have been reviewed by an independent public accountant. Yes No X The number of shares outstanding of issuer's common stock as of August 1, 1996 was 6,105,422 shares. PART I FINANCIAL INFORMATION UNITED MOBILE HOMES, INC. for the QUARTER ENDED JUNE 30, 1996 Item 1 - FINANCIAL STATEMENTS Page No. Consolidated Balance Sheets..................... 3 Consolidated Statements of Income............... 4 Consolidated Statements of Cash Flows........... 5 Notes to Consolidated Financial Statements...... 6-7 Item 2 - MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS.. 8-9 2
UNITED MOBILE HOMES, INC. CONSOLIDATED BALANCE SHEETS as of JUNE 30, 1996 and DECEMBER 31, 1995 June 30, December 31, 1996 1995 - ASSETS - INVESTMENT PROPERTY AND EQUIPMENT Land $ 5,445,369 $ 5,194,402 Site and Land Improvements 34,209,979 32,456,359 Buildings & Improvements 1,770,735 1,755,407 Rental Homes & Accessories 4,618,591 3,912,918 __________ __________ Total Investment Property 46,044,674 43,319,086 Equipment & Vehicles 2,003,670 1,853,398 __________ __________ Total Investment Property & Equip. 48,048,344 45,172,484 Accumulated Depreciation (20,062,906) (19,145,830) __________ __________ Net Investment Property & Equipment 27,985,438 26,026,654 __________ __________ OTHER ASSETS Cash and Cash Equivalents 1,155,472 2,043,282 Equity Securities Available for Sale, at Fair Value 655,679 -0- Notes and Other Receivables 994,852 547,779 Unamortized Financing Costs 189,885 199,103 Prepaid Expenses 228,828 272,704 Land Development Costs 1,439,032 668,875 __________ __________ Total Other Assets 4,663,748 3,731,743 __________ __________ TOTAL ASSETS $ 32,649,186 $ 29,758,397 ========== ========== - LIABILITIES & SHAREHOLDERS' EQUITY - MORTGAGES PAYABLE $ 17,530,371 $ 17,707,635 __________ __________ OTHER LIABILITIES Accounts Payable 114,247 197,357 Accrued Liabilities & Deposits 1,364,381 1,243,686 Tenant Security Deposits 346,754 319,232 __________ __________ Total Other Liabilities 1,825,382 1,760,275 __________ __________ TOTAL LIABILITIES 19,355,753 19,467,910 __________ __________ SHAREHOLDERS' EQUITY Common Stock - $.10 par value per share, 10,000,000 shares authorized, 6,105,422 and 5,850,631 issued and outstanding, respectively 610,542 585,063 Additional Paid-In Capital 13,135,008 10,373,217 Unrealized Holding Gains on Equity 8,490 -0- Securities Available for Sale Accumulated Deficit ( 460,607) (667,793) __________ __________ TOTAL SHAREHOLDERS' EQUITY 13,293,433 10,290,487 __________ __________ TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $ 32,649,186 $ 29,758,397 ========== ========== -UNAUDITED- See Accompanying Notes to Consolidated Financial Statements 3
UNITED MOBILE HOMES, INC. CONSOLIDATED STATEMENTS OF INCOME for the THREE AND SIX MONTHS ended JUNE 30, 1996 and 1995 THREE MONTHS SIX MONTHS 6/30/96 6/30/95 6/30/96 6/30/95 Rental and Related Income $ 3,582,925 $ 3,304,765 $ 7,144,199 $ 6,551,805 Community Operating Expense 1,498,566 1,490,437 3,034,355 2,897,984 _________ _________ _________ _________ Income from Community 2,084,359 1,814,328 4,109,844 3,653,821 Operations General and Administrative 368,962 334,493 752,456 680,247 Interest Expense 339,294 449,132 715,337 891,231 Interest Income ( 20,495) ( 12,352) ( 40,981) ( 36,532) Depreciation 497,959 470,848 990,092 939,785 Other Expenses 13,800 18,159 25,080 36,318 _________ _________ _________ _________ Income before Gains 884,839 554,048 1,667,860 1,142,772 on Sales of Assets Gains on Sales of Assets 32,015 4,830 312,203 6,046 _________ _________ _________ _________ Net Income $ 916,854 $ 558,878 $ 1,980,063 $ 1,148,818 ========= ========= ========= ========= Net Income Per Share $ .15 $ .10 $ .33 $ .21 ========= ========= ========= ========= Weighted Average Shares 6,116,170 5,621,741 6,051,635 5,579,672 ========= ========= ========= ========= -UNAUDITED- See Notes to Consolidated Financial Statements 4
UNITED MOBILE HOMES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS for the SIX MONTHS ended JUNE 30, 1996 and 1995 1996 1995 CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ 1,980,063 $ 1,148,818 Non-Cash Adjustments Depreciation & Amortization 1,015,172 976,103 Gain on Sales of Assets ( 312,203) ( 6,046) Changes in Operating Assets and Liabilities - Notes and Other Receivables ( 447,073) 189,369 Prepaid Expenses 43,876 21,823 Accounts Payable ( 83,110) ( 67,535) Accrued Liabilities & Deposits 120,695 310,560 Tenant Security Deposits 27,522 15,119 _________ _________ Net Cash Provided by Operating Activities 2,344,942 2,588,211 _________ _________ CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of Manufactured Home Communities (2,013,706) (2,010,906) Purchase of Minority Interest -0- ( 132,600) Purchase of Investment Property and Equipment (1,068,206) ( 781,986) Proceeds from Sales of Assets 533,717 107,459 Additions to Land Development ( 858,635) ( 480,240) Purchase of Equity Securities Available for Sale ( 647,189) -0- _________ _________ Net Cash Used by Investing Activities (4,054,019) (3,298,273) _________ _________ CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from Mortgages and Loans 1,000,000 3,700,000 Principal Payments of Mortgages and Loans (1,177,264) (3,043,840) Financing Costs on Debt ( 15,862) ( 56,869) Proceeds from Dividend Reinvestment and Stock Purchase Plan 2,061,698 637,552 Dividends Paid (1,047,305) ( 765,085) _________ _________ Net Cash Provided by Financing Activities 821,267 471,758 _________ _________ NET DECREASE IN CASH AND CASH EQUIVALENTS ( 887,810) ( 238,304) CASH & CASH EQUIVALENTS - BEGINNING 2,043,282 357,547 _________ __________ CASH & CASH EQUIVALENTS - ENDING $ 1,155,472 $ 119,243 ========= ========== -UNAUDITED- See Accompanying Notes to Consolidated Financial Statements 5
UNITED MOBILE HOMES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 1996 (UNAUDITED) NOTE 1 - ACCOUNTING POLICY The interim consolidated financial statements furnished herein reflect all adjustments which were, in the opinion of management, necessary to present fairly the financial position, results of operations, and cash flows at June 30, 1996 and for all periods presented. All adjustments made in the interim period were of a normal recurring nature. Certain footnote disclosures which would substantially duplicate the disclosures contained in the audited consolidated financial statements and notes thereto included in the annual report of United Mobile Homes, Inc. (the Company) for the year ended December 31, 1995 have been omitted. Certain amounts in the consolidated financial statements for the prior period have been reclassified to conform to the statement presentation for the current period. NOTE 2 - LOANS AND MORTGAGES PAYABLE On January 9, 1996, the Company entered into a $1,000,000 mortgage payable (River Valley mortgage) to Bank One at an interest rate of prime. Proceeds from this mortgage were used to purchase Wood Valley Mobile Home Park. (See Note 5.) This mortgage was repaid in March 1996. NOTE 3 - DIVIDEND REINVESTMENT AND STOCK PURCHASE PLAN On June 14, 1996, the Company paid $894,972 as a dividend of $.15 per share to shareholders of record as of May 15, 1996. The total dividends paid for the six months ended June 30, 1996, amounted to $1,772,877. On June 14, 1996, the Company received $1,458,959 from the Dividend Reinvestment and Stock Purchase Plan (DRIP). There were 138,947 new shares issued resulting in 6,105,422 shares outstanding. The total amount received from the DRIP for the six months ended June 30, 1996 amounted to $2,787,270. NOTE 4 - EMPLOYEE STOCK OPTIONS During the six months ended June 30, 1996, the following stock options were granted: Date of Number of Option Expiration Grant Shares Price Date 1/10/96 25,000 $10.625 1/10/2001 6/27/96 38,000 $10.75 6/27/2001 As of June 30, 1996, there were 335,000 shares outstanding and 513,000 shares available under the Company's Stock Option Plans. 6 NOTE 5 - ACQUISITIONS, DISPOSITIONS AND EXPANSIONS On January 10, 1996, the Company acquired Wood Valley Mobile Home Park from an unrelated entity. This acquisition is a 161-space manufactured home community located in Caledonia, Ohio. The purchase price, including closing costs, totalled $2,013,706. On March 28, 1996, the Company sold 5.5 acres of excess vacant land at a sales price of $385,000 for a net gain of $290,303. The Company is currently conducting an expansion program at a number of its communities. Contracts have been signed totalling approximately $1,200,000 for these expansions. NOTE 6 - SUPPLEMENTAL CASH FLOW INFORMATION Cash paid during the six months ended June 30, 1996 and 1995 for interest was $715,337 and $891,231, respectively. During the six months ended June 30, 1996, land development costs of $88,478 were transferred to investment property and equipment and placed in service. During the six months ended June 30, 1996 and 1995, the Company had dividend reinvestments of $725,572 and $618,360, respectively, which required no cash transfers. NOTE 7 - SUBSEQUENT EVENTS On August 1, 1996, the Company acquired Spreading Oaks Village, a 153-space manufactured home community located in Athens, Ohio. This community was purchased from a partnership whose partners are also officers, directors and shareholders of the Company. The purchase price was approximately $1,325,000. This purchase was based on an independent appraisal of fair market value. 7 MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS MATERIAL CHANGES IN FINANCIAL CONDITION United Mobile Homes, Inc. (the Company) owns and operates twenty-two manufactured home communities. These manufactured home communities have been generating increased gross revenues and increased operating income. The Company generated $2,344,942 cash from operations. The Company received new capital of $2,787,270 through its Dividend Reinvestment and Stock Purchase Plan (DRIP). Mortgages Payable decreased by $177,264 as a result of principal repayments offset by a new mortgage of $1,000,000. Proceeds from the new mortgage were used to purchase Wood Valley Mobile Home Park (Wood Valley) (see Note 5). MATERIAL CHANGES IN RESULTS OF OPERATIONS Income from community operations increased by $270,031 to $2,084,359 for the quarter ended June 30, 1996 as compared to $1,814,328 for the quarter ended June 30, 1995. Income from community operations increased by $456,023 to $4,109,844 for the six months ended June 30, 1996 compared to $3,653,821 for the six months ended June 30, 1995. This represents a continuing trend of rising income from community operations. The Company has been raising rental rates by approximately 5% annually. Rental and related income rose from $3,304,765 for the quarter ended June 30, 1995 to $3,582,925 for the quarter ended June 30, 1996. Rental and related income rose from $6,551,805 for the six months ended June 30, 1995 to $7,144,199 for the six months ended June 30, 1996. This was a result of higher rents, the addition of rental homes and the purchase of Wood Valley. Community operating expenses rose from $1,490,437 for the quarter ended June 30, 1995 to $1,498,566 for the quarter ended June 30, 1996. Community operating expenses rose from $2,897,984 for the six months ended June 30, 1995 to $3,034,355 for the six months ended June 30, 1996. Community operating expenses increased due to higher insurance, promotional costs and the purchase of Wood Valley. Interest expense decreased from $449,132 for the quarter ended June 30, 1995 to $339,294 for the quarter ended June 30, 1996. Interest expense decreased from $891,231 for the six months ended June 30, 1995 to $715,337 for the six months ended June 30, 1996. This was primarily a result of a decrease in interest rates. During 1995, the Company negotiated new long-term debt. Interest rates on most of the Company's debt dropped from prime plus 1% to a fixed rate of 7.5%. The prime rate was 10% at June 30, 1995. Gains on Sales of Assets increased from $6,046 for the six months ended June 30, 1995 to $312,203 for the six months ended June 30, 1996. This was primarily due to the sale of 5.5 acres of excess vacant land at a gain of $290,303. 8 LIQUIDITY AND CAPITAL RESOURCES Net cash provided by operating activities remained relatively stable during the six months ended June 30, 1996 compared to the six months ended June 30, 1995. The Company believes that funds generated from operations and the Dividend Reinvestment and Stock Purchase Plan, together with the financing and refinancing of its properties will be sufficient to meet its need over the next several years. 9 PART II OTHER INFORMATION UNITED MOBILE HOMES, INC. for the QUARTER ENDED June 30, 1996 10 PART II Item 1 - Legal Proceedings - none Item 2 - Changes in Securities - none Item 3 - Defaults Upon Senior Securities - none Item 4 - Submission of Matters to a Vote of Security Holders - The annual meeting of shareholders was held on May 30, 1996 to elect a Board of Directors for the ensuing year and to approve the selection of independent auditors. Proxies for the meeting were solicited pursuant to Regulation 14 under the Securities and Exchange Act of 1934. Item 5 - Other Information - none Item 6 - Exhibits and Reports on Form 8-K - (a) Exhibits - none (b) Reports on Form 8-K - none 11 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. DATE: August 8, 1996 By:/s/Samuel A. Landy Samuel A. Landy, President DATE: August 8, 1996 By:/s/Anna T. Chew Anna T. Chew, Vice President and Chief Financial Officer 12
EX-27 2
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FINANCIAL STATEMENTS OF UNITED MOBILE HOMES, INC. AS OF AND FOR THE QUARTER ENDED JUNE 30, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 6-MOS DEC-31-1996 JUN-30-1996 1,155,472 655,679 1,118,790 123,938 0 3,034,831 48,048,344 20,062,906 32,649,186 1,825,382 17,530,371 610,542 0 0 12,682,891 32,649,186 0 7,497,383 0 3,034,355 1,767,628 0 715,337 1,980,063 0 1,980,063 0 0 0 1,980,063 .33 .33
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