-----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, RoSuhtgPJGiRBsoAVkKXvYqKGNdWclFg+e9CroKz+ZwWJDbUMC8QvycXICbVOpMJ ZAGz8E4OUDWzmn2Z7oZpAQ== 0000752642-95-000010.txt : 19951119 0000752642-95-000010.hdr.sgml : 19951119 ACCESSION NUMBER: 0000752642-95-000010 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19951114 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNITED MOBILE HOMES INC CENTRAL INDEX KEY: 0000752642 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE OPERATORS (NO DEVELOPERS) & LESSORS [6510] 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: 95591583 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 September 30, 1995 ( ) 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, 1995 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 November 1, 1995 was 5,756,786 shares. PART I FINANCIAL INFORMATION UNITED MOBILE HOMES, INC. for the QUARTER ENDED SEPTEMBER 30, 1995 Item 1 - FINANCIAL STATEMENTS Page No. Consolidated Balance Sheets..................... 1 Consolidated Statements ofIncome................ 2 Consolidated Statements of Cash Flows........... 3 Notes to Consolidated Financial Statements...... 4-5 Item 2 - MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS.. 6-7
UNITED MOBILE HOMES, INC. CONSOLIDATED BALANCE SHEETS as of SEPTEMBER 30, 1995 and DECEMBER 31, 1994 September 30, December 31, 1995 1994 - ASSETS - INVESTMENT PROPERTY & EQUIPMENT Land $ 5,194,402 $ 4,494,382 Site and Land Improvements 31,421,126 29,777,592 Buildings & Improvements 1,752,209 1,728,447 Rental Homes & Accessories 3,705,575 3,523,332 ___________ ___________ Total Investment Property 42,073,312 39,523,753 Equipment & Vehicles 1,817,105 1,669,585 ___________ ___________ Total Investment Property & Equip. 43,890,417 41,193,338 Accumulated Depreciation (18,758,203) (17,643,762) ___________ ___________ Net Investment Property & Equipment 25,132,214 23,549,576 ___________ ___________ OTHER ASSETS Cash and Cash Equivalents 224,955 357,547 Notes and Other Receivables 297,746 418,304 Unamortized Financing Costs 256,218 235,663 Prepaid Expenses 386,710 286,148 Land Development Costs 1,239,877 556,777 ___________ ___________ Total Other Assets 2,405,506 1,854,439 ___________ ___________ TOTAL ASSETS $ 27,537,720 $ 25,404,015 =========== =========== - LIABILITIES & SHAREHOLDERS' EQUITY - MORTGAGES PAYABLE $ 16,124,157 $ 15,637,325 ___________ ___________ OTHER LIABILITIES Accounts Payable 195,134 151,548 Loans Payable -0- 500,000 Accrued Liabilities & Deposits 1,347,535 966,731 Tenant Security Deposits 315,677 294,028 ___________ ___________ Total Other Liabilities 1,858,346 1,912,307 ___________ ___________ MINORITY INTEREST -0- 132,600 ___________ ___________ EQUITY Common Stock - $.10 par value per share, 10,000,000 shares authorized, 5,756,786 and 5,496,163 issued and outstanding, respectively 575,679 549,616 Additional Paid-In Capital 9,960,101 7,839,960 Accumulated Deficit ( 980,563) (667,793) ___________ ___________ Total Shareholders' Equity 9,555,217 7,721,783 ___________ ___________ TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $ 27,537,720 $ 25,404,015 =========== =========== -UNAUDITED- See Accompanying Notes to Consolidated Financial Statements -1-
UNITED MOBILE HOMES, INC. CONSOLIDATED STATEMENTS OF INCOME for the THREE AND NINE MONTHS ended SEPTEMBER 30, 1995 and 1994 THREE MONTHS NINE MONTHS 9/30/95 9/30/94 9/30/95 9/30/94 Rental and Related Income $ 3,382,423 $ 3,109,779 $ 9,934,228 $ 9,164,036 Park Operating Expense 1,543,707 1,363,825 4,441,691 4,075,059 Depreciation Expense 460,831 449,401 1,400,616 1,339,383 _________ _________ _________ _________ Income from Park Operations 1,377,885 1,296,553 4,091,921 3,749,594 General and Administrative 328,238 305,190 1,008,485 927,780 Interest Expense 406,977 388,978 1,298,208 1,126,128 Interest Income ( 9,234) ( 5,477) ( 45,766) ( 15,636) Other Expenses 18,467 15,927 54,785 43,427 _________ _________ _________ _________ Income before Gains 633,437 591,935 1,776,209 1,667,895 Gains (Loss) on Sales of Assets ( 3,696) 15,110 2,350 10,189 _________ _________ _________ _________ Income Before Taxes 629,741 607,045 1,778,559 1,678,084 Income Taxes -0- 36,000 -0- 108,000 _________ _________ _________ _________ Net Income $ 629,741 $ 571,045 $ 1,778,559 $ 1,570,084 ========= ========= ========= ========= Net Income Per Share $ .11 $ .11 $ .31 $ .29 ========= ========= ========= ========= Weighted Average Shares 5,735,296 5,421,140 5,643,668 5,362,142 ========= ========= ========= ========= -UNAUDITED- See Notes to Consolidated Financial Statements -2-
UNITED MOBILE HOMES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS for the NINE MONTHS ended SEPTEMBER 30, 1995 and 1994 September 30, 1995 1994 CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ 1,778,559 $ 1,570,084 Non-Cash Adjustments Depreciation & Amortization 1,455,401 1,382,810 Loss (Gain) on Sales of Assets ( 2,350) ( 10,189) Changes in Operating Assets and Liabilities - Notes and Other Receivables 120,558 175,207 Prepaid Expenses ( 100,562) ( 90,435) Accounts Payable 43,586 ( 56,052) Accrued Liabilities & Deposits 380,804 196,160 Tenant Security Deposits 21,649 5,987 __________ __________ Net Cash Provided by Operating Activities 3,697,645 3,173,572 __________ __________ CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of Edgewood Mobile Home Park (2,010,906) -0- Purchase of Minority Interest ( 132,600) -0- Purchase of Investment Property and Equipment (1,207,923) (1,301,398) Proceeds from Sales of Assets 237,925 166,211 Additions to Land Development ( 683,100) ( 482,510) __________ __________ Net Cash Used by Investing Activities (3,796,604) (1,617,697) __________ __________ CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from Loans and Mortgages 3,700,000 5,900,000 Principal Payments of Loans and Mortgages (3,713,168) (7,284,556) Financing Costs on Debt ( 75,340) ( 93,177) Proceeds from Dividend Reinvestment and Stock Purchase Plan 2,146,204 1,216,902 Dividends Paid (2,091,329) (1,597,947) __________ __________ Net Cash Used by Financing Activities ( 33,633) (1,858,778) __________ __________ NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ( 132,592) ( 302,903) CASH & CASH EQUIVALENTS - BEGINNING 357,547 364,472 __________ __________ CASH & CASH EQUIVALENTS - ENDING $ 224,955 $ 61,569 ========== ========== -UNAUDITED- See Accompanying Notes to Consolidated Financial Statements -3-
UNITED MOBILE HOMES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 1995 (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, 1995 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, 1994 have been omitted. NOTE 2 - LOANS AND MORTGAGES PAYABLE On January 26, 1995, the Company utilized $3,700,000 ($2,000,000 on Woodlawn Village and $1,700,000 on Southwind Village) of the revolving line of credit with United Jersey Bank, N.A. Proceeds from these advances were primarily used to retire existing debt and to purchase Edgewood Mobile Home Park. (See Note 5.) NOTE 3 - DIVIDEND REINVESTMENT AND STOCK PURCHASE PLAN On September 15, 1995, the Company paid $707,884 as a dividend of $.125 per share to shareholders of record as of August 15, 1995. The total dividends paid for the nine months ended September 30, 1995 amounted to $2,091,329. On September 15, 1995, the Company received $890,292 from the Dividend Reinvestment and Stock Purchase Plan (DRIP). There were 93,716 new shares issued resulting in 5,756,786 shares outstanding. The total amount received from the DRIP for the nine months ended September 30, 1995 amounted to $2,146,204. NOTE 4 - EMPLOYEE STOCK OPTIONS During the nine months ended September 30, 1995, the following stock options were granted: Date of Number of Option Expiration Grant Shares Price Date 1/05/95 75,000 $8.25 1/05/2000 8/03/95 22,000 $8.375 8/03/2000 8/17/95 15,000 $8.375 8/17/2000 As of September 30, 1995, there were 576,000 shares available under the Company's 1994 Stock Option Plan. -4- NOTE 5 - ACQUISITIONS On January 26, 1995, the Company acquired Edgewood Mobile Home Park, a 218space mobile home park located in Apollo, Pennsylvania. This mobile home park was purchased from a partnership whose partners are also officers, directors and shareholders of the Company. The purchase price included total payments to partners of $966,000, and payment of net liabilities of approximately $800,000 for a total purchase price of approximately $1,775,000. An additional $200,000 plus interest at 8% is to be paid if the park generates, within a three year time limit, $195,000 per year or more in operating income. This purchase was based on an independent appraisal of fair market value. On February 3, 1995, the Company purchased the remaining 11.64% interest in Heather Highlands Mobile Home Village Associates, L.P. from Mr. Eugene W. Landy for $132,600. This price per unit was the same price previously paid to non-affiliated sellers, which was based on an independent appraisal of fair market value. On September 15, 1995, the Company purchased approximately ten acres of vacant land adjacent to one of its parks in Vineland, New Jersey for a purchase price of $32,500. NOTE 6 - SUPPLEMENTAL CASH FLOW INFORMATION Cash paid during the nine months ended September 30, 1995 and 1994 for interest and taxes are as follows: 1995 1994 Interest $1,309,320 $1,141,764 Taxes 30,700 47,292 NOTE 7 - SUBSEQUENT EVENTS On October 13, 1995, the Company entered into an agreement to purchase a 161-space mobile home park located in Caledonia, Ohio for $1,992,000. On October 10, 1995, the Company entered into an agreement to sell 5.5 acres of vacant land for a sales price of $385,000. -5- 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-one mobile home parks. The mobile home parks have been generating increased gross revenues and increased operating income. The Company generated $3,697,645 cash from operations. The Company received new capital of $2,146,204 through its Dividend Reinvestment and Stock Purchase Plan (DRIP). Mortgages Payable increased by $486,832 as a result of the utilization of $3,700,000 of the Company's revolving line of credit offset by principal repayments. Proceeds from the line of credit were primarily used to retire existing debt and to purchase Edgewood Mobile Home Park (Edgewood) (see Note 5). The Company also purchased the remaining 11.64% interest in Heather Highlands Mobile Home Village Associates, L.P. Additionally, the Company repaid $500,000 of its unsecured line of credit. The Company intends to continue to use cash from operations and proceeds from the DRIP to reduce mortgages payable. MATERIAL CHANGES IN RESULTS OF OPERATIONS Income from park operations increased by $81,332 to $1,377,885 for the quarter ended September 30, 1995 as compared to $1,296,553 for the quarter ended September 30, 1994. Income from park operations increased by $342,327 to $4,091,921 for the nine months ended September 30, 1995 compared to $3,749,594 for the nine months ended September 30, 1994. This represents a continuing trend of rising income from park operations. The Company has been raising rental rates by approximately 5%. Rental and related income rose from $3,109,779 for the quarter ended September 30, 1994 to $3,382,423 for the quarter ended September 30, 1995. Rental and related income rose from $9,164,036 for the nine months ended September 30, 1994 to $9,934,228 for the nine months ended September 30, 1995. This was a result of higher rents, the addition of rental homes and the purchase of Edgewood. Park operating expenses rose from $1,363,825 for the quarter ended September 30, 1994 to $1,543,707 for the quarter ended September 30, 1995. Park operating expenses rose from $4,075,059 for the nine months ended September 30, 1994 to $4,441,691 for the nine months ended September 30, 1995. Park operating expenses increased due to higher insurance, promotional costs, legal costs and the purchase of Edgewood. Interest expense increased from $388,978 for the quarter ended September 30, 1994 to $406,977 for the quarter ended September 30, 1995. Interest expense increased from $1,126,128 for the nine months ended September 30, 1994 to $1,298,208 for the nine months ended September 30, 1995. This was a result of an increase in the principal balance outstanding as well as an increase in the prime bank rate. Almost all of the Company's debt is tied to the prime bank rate. This rate was 8.75% at September 30, 1995 as compared to 7.75% at September 30, 1994. -6- MATERIAL CHANGES IN RESULTS OF OPERATIONS - Continued The Company has generally paid an interest rate of 1% over prime on approximately $15,000,000 in variable rate mortgage debt. Over the past two years, prime has risen from six percent to nine percent (currently 8.75%). The Company anticipates that it may be successful in negotiating with its banks for a lower interest rate. If it can do so, substantial interest savings will be realized in 1996. LIQUIDITY AND CAPITAL RESOURCES Net cash provided by operating activities increased during the nine months ended September 30, 1995 to $3,697,645 compared to $3,173,572 generated in the nine month period ended September 30, 1994. Excess cash was used to amortize and/or prepay debt. 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. -7- PART II OTHER INFORMATION UNITED MOBILE HOMES, INC. for the QUARTER ENDED September 30, 1995 -8- PART II Item 1 - Legal Proceedings - On June 7, 1995, a lawsuit was filed against the Company by Stults and Associates, Inc. seeking payment of $45,000 for engineering services pertaining to the expansion of River Valley Estates in Marion, Ohio. The Company does not believe that any monies are owed and has filed a counter-claim. On June 15, 1995, the Company was granted a Summary Judgment Order allowing families into Southwind Village Mobile Home Park in Jackson, New Jersey. Prior to this order, Jackson Township was seeking an injunction and damages from the Company for allowing families into the park. The Company may be entitled to recover legal fees incurred in this matter. 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: November 9, 1995 By:s/Samuel A. Landy Samuel A. Landy, President DATE: November 9, 1995 By:s/Anna T. Chew Anna T. Chew, Vice President and Chief Financial Officer 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, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 9-MOS DEC-31-1995 SEP-30-1995 224,955 0 399,301 101,555 0 909,411 43,890,417 18,758,203 27,537,720 1,858,346 16,124,157 575,679 0 0 8,979,538 27,537,720 0 9,982,344 0 4,441,691 2,463,886 0 1,298,208 1,778,559 0 1,778,559 0 0 0 1,778,559 .31 .31
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