-----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, NgM/dBkognkrJ9z7w3xbzHZxLLJCx67HgKq8UVFUXGnVfHerRx7QsKMRi3czeeuL rEX9guuKFkLv08Tn/yg79w== 0000752642-97-000008.txt : 19971114 0000752642-97-000008.hdr.sgml : 19971114 ACCESSION NUMBER: 0000752642-97-000008 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970930 FILED AS OF DATE: 19971112 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: SEC FILE NUMBER: 001-12690 FILM NUMBER: 97713132 BUSINESS ADDRESS: STREET 1: 125 WYCKOFF RD CITY: EATONTOWN STATE: NJ ZIP: 07724 BUSINESS PHONE: 7323893890 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 September 30, 1997 ( ) 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 September 30, 1997 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 (732) 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 November 5, 1997 was 6,757,883 shares. UNITED MOBILE HOMES, INC. for the QUARTER ENDED SEPTEMBER 30, 1997 PART I - FINANCIAL INFORMATION Page No. Item 1 - Financial Statements Consolidated Balance Sheets..................... 3 Consolidated Statements of Income............... 4 Consolidated Statements of Cash Flows........... 5 Notes to Consolidated Financial Statements...... 6-8 Item 2 - Management Discussion and Analysis of Financial Conditions and Results for Operations. 9-10 PART II - OTHER INFORMATION 11 SIGNATURES 12 2 UNITED MOBILE HOMES, INC. CONSOLIDATED BALANCE SHEETS As of SEPTEMBER 30, 1997 and DECEMBER 31, 1996 September 30, December 31, -ASSETS- 1997 1996 INVESTMENT PROPERTY AND EQUIPMENT Land $ 5,927,506 $ 5,927,136 Site and Land Improvements 37,046,209 35,983,165 Buildings and Improvements 1,952,408 1,930,345 Rental Homes and Accessories 5,267,402 4,907,832 __________ __________ Total Investment Property 50,193,525 48,748,478 Equipment and Vehicles 2,294,300 2,163,179 __________ __________ Total Investment Property and Equipment 52,487,825 50,911,657 Accumulated Depreciation (22,388,299) (21,024,163) __________ __________ Net Investment Property and Equipment 30,099,526 29,887,494 __________ __________ OTHER ASSETS Cash and Cash Equivalents 370,153 1,195,095 Securities Available for Sale 3,514,462 1,441,037 Notes and Other Receivables 587,508 507,199 Unamortized Financing Costs 129,244 160,744 Prepaid Expenses 150,606 284,993 Land Development Costs 4,092,887 2,398,644 __________ __________ Total Other Assets 8,844,860 5,987,712 __________ __________ TOTAL ASSETS $ 38,944,386 $ 35,875,206 ========== ========== - -LIABILITIES AND SHAREHOLDERS' EQUITY- MORTGAGES PAYABLE $ 17,059,104 $ 17,351,030 __________ __________ OTHER LIABILITIES Accounts Payable 87,363 206,426 Loans Payable 500,000 -0- Accrued Liabilities and Deposits 1,381,119 1,520,641 Tenant Security Deposits 383,177 370,964 __________ __________ Total Other Liabilities 2,351,659 2,098,031 __________ __________ TOTAL LIABILITIES 19,410,763 19,449,061 __________ __________ SHAREHOLDERS' EQUITY Common Stock - $.10 par value per share 10,000,000 shares authorized, 6,757,883 and 6,433,676 issued and outstanding, respectively 675,788 643,368 Additional Paid-In Capital 19,685,927 16,275,434 Unrealized Holding Gains on Securities Availabe for Sale 241,352 76,501 Accumulated Deficit (1,069,444) (569,158) __________ __________ Total Shareholders' Equity 19,533,623 16,426,145 __________ __________ TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 38,944,386 $ 35,875,206 ========== ==========
3 UNITED MOBILE HOMES, INC. CONSOLIDATED STATEMENTS OF INCOME For the THREE AND NINE MONTHS ended SEPTEMBER 30, 1997 and 1996 THREE MONTHS NINE MONTHS 9/30/97 9/30/96 9/30/97 9/30/96 _______ _______ _______ _______ Rental and Related Income $3,862,240 $3,671,970 $11,432,333 $10,816,169 Community Operating Expense 1,800,308 1,703,102 5,023,954 4,737,457 _________ _________ _________ _________ Income from Community 2,061,932 1,968,868 6,408,379 6,078,712 Operations General and Administrative 359,150 372,628 1,032,075 1,125,084 Interest Expense 343,925 346,211 1,016,955 1,061,548 Interest Income ( 90,087) ( 25,054) ( 182,897) ( 66,035) Depreciation 517,171 497,357 1,563,256 1,487,449 Other Expenses 10,500 13,800 31,500 38,880 _________ _________ _________ _________ Income before (Loss) Gain On Sales of Assets 921,273 763,926 2,947,490 2,431,786 (Loss) Gain on Sales of Assets ( 32,141) 20,208 ( 10,110) 332,411 _________ _________ _________ _________ Net Income $ 889,132 $ 784,134 $2,937,380 $2,764,197 ========= ========= ========= ========= Net Income Per Share .13 .12 .44 .45 ========= ========= ========= ========= Weighted Average Shares 6,741,506 6,251,609 6,631,084 6,114,750 ========= ========= ========= ========= -UNAUDITED- See Notes to Consolidated Financial Statements
4 UNITED MOBILE HOMES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS for the NINE MONTHS ended SEPTEMBER 30, 1997 and 1996 1997 1996 ____ ____ CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ 2,937,380 $ 2,764,197 Non-Cash Adjustments Depreciation 1,563,256 1,487,449 Amortization 31,500 38,880 Loss (Gain) on Sales of Assets 10,110 ( 332,411) Changes in Operating Assets And Liabilities - Notes and Other Receivables ( 80,309) ( 68,275) Prepaid Expenses 134,387 ( 77,683) Accounts Payable ( 119,063) ( 23,005) Accrued Liabilities & Deposits ( 139,522) 292,896 Tenant Security Deposits 12,213 35,386 _________ _________ Net Cash Provided by Operating Activities 4,349,952 4,117,434 _________ _________ CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of Manufactured Home Communities -0- (3,435,506) Purchase of Investment Property And Equipment (1,520,077) (1,416,000) Proceeds from Sales of Assets 307,327 564,646 Additions to Land Development (2,266,891) (1,610,619) Purchase of Securities Available for Sale (1,908,574) ( 778,861) _________ _________ Net Cash Used by Investing Activities (5,388,215) (6,676,340) _________ _________ CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from Mortgages and Loans 500,000 1,300,000 Principal Payments of Mortgages and Loans ( 291,926) (1,265,764) Financing Costs on Debt -0- ( 15,862) Proceeds from Dividend Reinvestment And Stock Purchase Plan 1,773,418 3,016,568 Proceeds from Exercise of Stock Options 317,250 -0- Dividends Paid (2,085,421) (1,606,351) _________ _________ Net Cash Provided by Financing Activities 213,321 1,428,591 _________ _________ NET DECREASE IN CASH AND CASH EQUIVALENTS ( 824,942) (1,130,315) CASH & CASH EQUIVALENTS - BEGINNING 1,195,095 2,043,282 _________ _________ CASH & CASH EQUIVALENTS - ENDING $ 370,153 $ 912,967 ========= =========
-UNAUDITED- See Notes to Consolidated Financial Statements 5 UNITED MOBILE HOMES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 1997 (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 September 30, 1997 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, 1996 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 - DIVIDEND REINVESTMENT AND STOCK PURCHASE PLAN On September 15, 1997, the Company paid $1,163,882 as a dividend of $.175 per share to shareholders of record as of August 15, 1997. The total dividends paid for the nine months ended September 30, 1997 amounted to $3,437,666. On September 15, 1997, the Company received $1,158,079 from the Dividend Reinvestment and Stock Purchase Plan (DRIP). There were 103,128 new shares issued resulting in 6,757,883 shares outstanding. The total amount received from the DRIP for the nine months ended September 30, 1997 amounted to $3,125,663. NOTE 3 - EMPLOYEE STOCK OPTIONS During the nine months ended September 30, 1997, the following stock options were granted: Date of Number of Number of Option Expiration Grant Employees Shares Price Date 1/03/97 1 25,000 $13.125 1/03/2002 6/25/97 8 32,500 11.500 6/25/2002 During the nine months ended September 30, 1997, eight employees exercised their stock options and purchased 49,000 shares for total proceeds of $317,250. As of September 30, 1997, there were options outstanding to purchase 286,500 shares and 455,500 shares available for grant under the Company's Stock Option Plans. 6 NOTE 4 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS In February 1997, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 128, "Earnings Per Share" (Statement 128). Statement 128 supersedes APB Opinion No. 15 "Earnings Per Share" and specifies the computation, presentation, and disclosure requirements for earnings per share (EPS) for entities with publicly held common stock or potential common stock. Statement 128 replaces Primary EPS and Fully Diluted EPS with Basic EPS and Diluted EPS, respectively. Statement 128 also requires dual presentation of Basic and Diluted EPS on the face of the income statement for entities with complex capital structures and a reconciliation of the information utilized to calculate Basic EPS to that used to calculate Diluted EPS. Statement 128 is effective for financial statements periods ending after December 15, 1997. Earlier application is not permitted. After adoption, all prior period EPS is required to be restated to conform with Statement 128. The Company expects that the adoption of Statement 128 will result in Basic EPS being higher than Primary EPS and Diluted EPS will be approximately the same as Fully Diluted EPS. Statement of Financial Accounting Standards No. 129, "Disclosure of Information about Capital Structure" (Statement 129) was issued in February 1997. Statement 129 is effective for periods ending after December 15, 1997. Statement 129 lists required disclosures about capital structure that had been included in a number of separate statements and opinions of authoritative accounting literature. As such, the adoption of Statement 129 is not expected to have a significant impact on the disclosures in financial statements of the Company. In June 1997, FASB issued Statement of Financial Accounting Standards No. 130, "Reporting Comprehensive Income"(Statement 130). Statement 130 establishes standards for reporting and display of comprehensive income and its components in a full set of general purpose financial statements. Under Statement 130, comprehensive income is divided into net income and other comprehensive income. Other comprehensive income includes items previously recorded directly in equity, such as unrealized gains or losses on securities available for sale. Statement 130 is effective for interim and annual periods beginning after December 15, 1997. Comparative financial statements provided for earlier periods are required to be reclassified to reflect application of the provisions of the Statement. In June 1997, FASB issued Statement of Financial Accounting Standards No. 131, "Disclosures about Segments of an Enterprise and Related Information" (Statement 131). Statement 131 establishes standards for the way public business enterprises are to report information about operating segments in annual financial statements and requires those enterprises to report selected financial information about operating segments in interim financial reports to shareholders. Statement 131 is effective for financial statements for periods beginning after December 15, 1997. 7 NOTE 5 - SUPPLEMENTAL CASH FLOW INFORMATION Cash paid during the nine months ended September 30, 1997 and 1996 for interest was $1,016,955 and $1,061,548, respectively. During the nine months ended September 30, 1997 and 1996, land development costs of $572,648 and $88,478, respectively, were transferred to investment property and equipment and placed in service. During the nine months ended September 30, 1997 and 1996, the Company had dividend reinvestments of $1,352,245 and $1,082,341, respectively, which required no cash transfers. 8 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-three manufactured home communities. These manufactured home communities have been generating increased gross revenues and increased operating income. The Company generated $4,349,952 net cash provided by operating activities. The Company received new capital of $3,125,663 through its Dividend Reinvestment and Stock Purchase Plan (DRIP). The Company purchased $1,908,574 of Securities Available for Sale. Mortgages Payable decreased by $291,926 as a result of principal repayments. Loans payable increased by $500,000. MATERIAL CHANGES IN RESULTS OF OPERATIONS Income from community operations increased by $93,064 to $2,061,932 for the quarter ended September 30, 1997 as compared to $1,968,868 for the quarter ended September 30, 1996. Income from community operations increased by $329,667 to $6,408,379 for the nine months ended September 30, 1997 compared to $6,078,712 for the nine months ended September 30, 1996. 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 $3,671,970 for the quarter ended September 30, 1996 to $3,862,240 for the quarter ended September 30, 1997. Rental and related income rose from $10,816,169 for the nine months ended September 30, 1996 to $11,432,333 for the nine months ended September 30, 1997. This was a result of higher rents and the purchases of Wood Valley and Spreading Oaks Village during 1996. Community operating expenses increased from $1,703,102 for the quarter ended September 30, 1996 to $1,800,308 for the quarter ended September 30, 1997. Community operating expenses rose from $4,737,457 for the nine months ended September 30, 1996 to $5,023,954 for the nine months ended September 30, 1997. Community operating expenses increased due to the operating expenses of the purchases of Wood Valley and Spreading Oaks. Interest expense remained relatively stable for the quarter ended September 30, 1997 compared to the quarter ended September 30, 1996. Interest expense decreased from $1,061,548 for the nine months ended September 30, 1996 to $1,016,955 for the nine months ended September 30, 1997. This was primarily a result of principal repayments. (Loss> Gain on Sales of Assets decreased from a gain of $332,411 for the nine months ended September 30, 1996 to a loss of $10,110 for the nine months ended September 30, 1997. This was primarily due to the sale of 5.5 acres of excess vacant land at a gain of $290,303 in 1996. Funds from operations (FFO), defined as net income, excluding gains (or losses) from sales of depreciable assets, plus depreciation increased from $1,261,283 for the quarter ended September 30, 1996 to $1,438,444 for the quarter ended September 30, 1997 and from $4,209,538 for the nine months ended September 30, 1996 to $4,510,746 for the nine months ended September 30, 1997. FFO does not replace net income (determined in accordance with generally accepted accounting principles) as a measure of performance or 9 net cash flows as a measure of liquidity. FFO should be considered as a supplemental measure of operating performance used by real estate investment trusts. LIQUIDITY AND CAPITAL RESOURCES Net cash provided by operating activities increased from $4,117,434 for the nine months ended September 30, 1996 to $4,349,952 for the nine months ended September 30, 1997. 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. 10 PART II OTHER INFORMATION 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 - none 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: November 5, 1997 By:/s/ Samuel A. Landy Samuel A. Landy, President DATE: November 5, 1997 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 PERIOD ENDED SEPTEMBER 30, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 9-MOS DEC-31-1997 SEP-30-1997 370,153 3,514,462 744,352 156,844 0 4,622,729 52,487,825 22,388,299 38,944,386 2,351,659 17,059,104 675,788 0 0 18,857,835 38,944,386 0 11,605,120 0 5,023,954 2,626,831 0 1,016,955 2,937,380 0 2,937,380 0 0 0 2,937,380 .44 .44
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