-----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, AS2DCIbeEIAfMiYNtArx3fX3263NsZHM+3J5517F5XRDH+HNzX+RLoxMwuv4/kGp ebRvsDtWzmtLa1HSOnK83A== 0000752642-98-000005.txt : 19980506 0000752642-98-000005.hdr.sgml : 19980506 ACCESSION NUMBER: 0000752642-98-000005 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980331 FILED AS OF DATE: 19980505 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: 98610534 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 March 31, 1998 ( ) 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 March 31, 1998 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 May 1, 1998 was 6,993,573 shares. UNITED MOBILE HOMES, INC. for the QUARTER ENDED MARCH 31, 1998 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...... 6-7 Item 2 - Management Discussion and Analysis of Financial Conditions and Results for Operations. 8 PART II - OTHER INFORMATION 9 SIGNATURES 10 -2- UNITED MOBILE HOMES, INC. CONSOLIDATED BALANCE SHEETS As of March 31, 1998 and DECEMBER 31, 1997 March 31, December 31, 1998 1997 - ASSETS - INVESTMENT PROPERTY AND EQUIPMENT Land $ 6,351,506 $ 6,351,506 Site and Land Improvements 44,222,851 43,927,856 Buildings and Improvements 2,640,811 2,592,125 Rental Homes and Accessories 5,592,142 5,339,857 ---------- ---------- Total Investment Property 58,807,310 58,211,344 Equipment and Vehicles 2,486,678 2,416,402 ---------- ---------- Total Investment Property and Equipment 61,293,988 60,627,746 Accumulated Depreciation (23,467,211) (22,918,677) ---------- ---------- Net Investment Property and Equipment 37,826,777 37,709,069 ---------- ---------- OTHER ASSETS Cash and Cash Equivalents 595,797 191,319 Securities Available for Sale 4,190,754 3,547,236 Notes and Other Receivables 755,911 678,280 Unamortized Financing Costs 164,660 172,694 Prepaid Expenses 192,577 109,415 Land Development Costs 1,486,682 1,191,246 ---------- ---------- Total Other Assets 7,386,381 5,890,190 ---------- ---------- TOTAL ASSETS $ 45,213,158 $ 43,599,259 ========== ========== -LIABILITIES AND SHAREHOLDERS' EQUITY- MORTGAGES PAYABLE $ 19,988,243 $ 20,111,023 __________ __________ OTHER LIABILITIES Accounts Payable 306,845 222,474 Loans Payable 604,665 578,973 Accrued Liabilities and Deposits 1,577,697 1,477,855 Tenant Security Deposits 389,334 378,393 ---------- ---------- Total Other Liabilities 2,878,541 2,657,695 ---------- ---------- TOTAL LIABILITIES 22,866,784 22,768,718 ---------- ---------- SHAREHOLDERS' EQUITY Common Stock - $.10 par value per share 10,000,000 shares authorized, 6,993,573 and 6,865,312 issued and outstanding, respectively 699,357 686,531 Additional Paid-In Capital 21,920,017 20,572,786 Accumulated Other Comprehensive Income 546,680 239,017 Accumulated Deficit ( 819,680) ( 667,793) ---------- ---------- Total Shareholders' Equity 22,346,374 20,830,541 ---------- ---------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 45,213,158 $ 43,599,259 ========== ==========
-UNAUDITED- See Notes to Consolidated Financial Statements -3- UNITED MOBILE HOMES, INC. CONSOLIDATED STATEMENTS OF INCOME For the THREE MONTHS ended MARCH 31, 1998 and 1997 1998 1997 Rental and Related Income $ 4,118,835 $ 3,765,720 Community Operating Expense 1,816,336 1,529,795 --------- --------- Income from Community 2,302,499 2,235,925 Operations General and Administrative 356,174 344,104 Interest Expense 372,121 335,426 Interest Income ( 91,895) ( 39,025) Depreciation 600,672 519,720 Other Expenses 13,200 10,500 _________ _________ Income before (Loss) Gain On Sales of Assets 1,052,227 1,065,200 (Loss) Gain on Sales of Assets ( 1,124) 7,754 --------- --------- Net Income $ 1,051,103 $ 1,072,954 ========= ========= Net Income Per Share - Basic $ .15 $ .17 ========== ========== Diluted $ .15 $ .16 ========== ========== Weighted Average Shares - Basic 6,900,252 6,465,099 ========= ========= Diluted 6,947,147 6,545,104 ========= =========
-UNAUDITED- See Notes to Consolidated Financial Statements -4- UNITED MOBILE HOMES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS for the THREE MONTHS ended MARCH 31, 1998 and 1997 1998 1997 CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ 1,051,103 $ 1,072,954 Non-Cash Adjustments Depreciation 600,672 519,720 Amortization 13,200 10,500 Loss (Gain) on Sales of Assets 1,124 ( 7,754) Changes in Operating Assets And Liabilities - Notes and Other Receivables ( 77,631) 9,127 Prepaid Expenses ( 83,162) 40,337 Accounts Payable 84,371 ( 40,864) Accrued Liabilities & Deposits 99,842 ( 226,664) Tenant Security Deposits 10,941 3,933 --------- --------- Net Cash Provided by Operating Activities 1,700,460 1,381,289 --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of Investment Property And Equipment ( 481,204) ( 309,485) Proceeds from Sales of Assets 11,700 84,676 Additions to Land Development ( 545,436) ( 563,837) Purchase of Securities Available for Sale ( 335,855) (1,175,649) --------- --------- Net Cash Used by Investing Activities (1,350,795) (1,964,295) --------- --------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from Mortgages and Loans 25,692 -0- Principal Payments of Mortgages and Loans ( 122,780) ( 98,399) Financing Costs on Debt ( 5,166) -0- Proceeds from Dividend Reinvestment And Stock Purchase Plan 815,857 495,590 Proceeds from Exercise of Stock Options 75,688 89,250 Dividends Paid ( 734,478) ( 685,189) --------- --------- Net Cash Provided (Used) by Financing Activities 54,813 ( 198,748) --------- --------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 404,478 ( 781,754) CASH & CASH EQUIVALENTS - BEGINNING 191,319 1,195,095 --------- --------- CASH & CASH EQUIVALENTS - ENDING $ 595,797 $ 413,341 ========= =========
-UNAUDITED- See Notes to Consolidated Financial Statements -5- UNITED MOBILE HOMES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 1998 (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 March 31, 1998 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, 1997 have been omitted. Effective January 1, 1998, the Company adopted the provisions of Statement of Financial Accounting Standards No. 130, "Reporting Comprehensive Income" (SFAS 130). SFAS 130 establishes standards for reporting and display of comprehensive income and its components in a full set of general purpose financial statements. Under SFAS 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. Comparative financial statements provided for earlier periods have been reclassified to reflect application of the provisions of SFAS 130. SFAS 130 requires total comprehensive income and its components to be displayed on the face of a financial statement for annual financial statements. For interim financial statements, SFAS 130 requires only total comprehensive income to be reported and allows such disclosure to be presented in the notes to the interim financial statements. For the three months ended March 31, 1998 and 1997, total comprehensive income, including unrealized gains on securities available for sale, amounted to $1,358,766 and $1,120,401, respectively. NOTE 2 - NET INCOME PER SHARE Diluted net income per share is calculated by dividing net income by the weighted average number of common shares outstanding plus the weighted average number of net shares that would be issued upon exercise of stock options pursuant to the treasury stock method. Options in the amount of 46,895 and 80,005 for the period ended March 31, 1998 and 1997, respectively, are included in the diluted weighted average shares outstanding. -6- NOTE 3 - DIVIDEND REINVESTMENT AND STOCK PURCHASE PLAN On March 16, 1998, the Company paid $1,202,990 as a dividend of $.175 per share to shareholders of record as of February 17, 1998. On March 16, 1998, the Company received $1,284,369 from the Dividend Reinvestment and Stock Purchase Plan. There were 116,751 new shares issued resulting in 6,993,573 shares outstanding. NOTE 4 - EMPLOYEE STOCK OPTIONS During the three months ended March 31, 1998, the following stock option was granted: Date of Number of Number of Option Expiration Grant Employees Shares Price Date 1/08/98 1 25,000 $12.75 1/08/2003 During the three months ended March 31, 1998, two employees exercised their stock options and purchased 11,500 shares for total proceeds of $75,688. As of March 31, 1998, there were options outstanding to purchase 350,000 shares and 380,500 shares available for grant under the Company's Stock Option Plans. NOTE 5 - SUPPLEMENTAL CASH FLOW INFORMATION Cash paid during the three months ended March 31, 1998 and 1997 for interest was $399,121 and $335,426, respectively. During the three months ended March 31, 1998 and 1997, land development costs of $250,000 and $-0-, respectively, were transferred to investment property and equipment and placed in service. During the three months ended March 31, 1998 and 1997, the Company had dividend reinvestments of $468,512 and $443,854, respectively, which required no cash transfers. -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-four manufactured home communities. These manufactured home communities have been generating increased gross revenues and increased operating income. The Company generated $1,700,460 net cash provided by operating activities. The Company received new capital of $1,284,369 through its Dividend Reinvestment and Stock Purchase Plan (DRIP). The Company purchased $335,855 of Securities Available for Sale. Mortgages Payable decreased by $122,780 as a result of principal repayments. Loans payable increased by $25,692. MATERIAL CHANGES IN RESULTS OF OPERATIONS Income from community operations increased by $66,574 to $2,302,499 for the quarter ended March 31, 1998 as compared to $2,235,925 for the quarter ended March 31, 1997. 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 $3,765,720 for the quarter ended March 31, 1997 to $4,118,835 for the quarter ended March 31, 1998. This was a result of higher rents and the purchase of Waterfalls Village during 1997. Community operating expenses increased from $1,529,795 for the quarter ended March 31, 1997 to $1,816,336 for the quarter ended March 31, 1998. Community operating expenses increased due to the purchase of Waterfalls Village and an increase in certain expenses associated with filling vacant expansion sites (i.e. advertising, personnel, etc.). Interest expense increased by $36,695 for the quarter ended March 31, 1998 compared to the quarter ended March 31, 1997. This was primarily a result of an increase in the principal balance outstanding. The balance outstanding at March 31, 1998 was $19,988,243 as compared to $17,252,631 at March 31, 1997. Gain on Sales of Assets remained relatively stable for the quarter ended March 31, 1998 as compared to the quarter ended March 31, 1997. Funds from operations (FFO), defined as net income, excluding gains (or losses) from sales of depreciable assets, plus depreciation increased from $1,584,920 for the quarter ended March 31, 1997 to $1,652,899 for the quarter ended March 31, 1998. FFO does not replace net income (determined in accordance with generally accepted accounting principles) as a measure of performance or 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 $1,381,289 for the three months ended March 31, 1997 to $1,700,460 for the three months ended March 31, 1998. 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 needs over the next several years. -8- 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 -9- 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: May 5, 1998 By:/s/SAMUEL A. LANDY Samuel A. Landy, President DATE: May 5, 1998 By:/s/ANNA T. CHEW Anna T. Chew, Vice President and Chief Financial Officer -10- 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 MARCH 31, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 3-MOS DEC-31-1998 MAR-31-1998 595,797 4,190,754 882,338 126,427 0 5,735,039 61,293,988 23,467,211 45,213,158 2,878,541 19,988,243 699,357 0 0 21,647,017 45,213,158 0 4,209,606 0 1,816,336 970,046 0 372,121 1,051,103 0 1,051,103 0 0 0 1,051,103 .15 .15
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