-----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, WREUZfbBHxeM0yEW8qbcvzYrsJuH4xnBuCvj1oCfSKZDv4tl12c3Doo5gG97Pbdy iSx80QI5CUAUEF4oQzLEQA== 0000752642-96-000008.txt : 19961108 0000752642-96-000008.hdr.sgml : 19961108 ACCESSION NUMBER: 0000752642-96-000008 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19961107 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: 96655869 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, 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 September 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 November 1, 1996 was 6,230,340 shares. PART I FINANCIAL INFORMATION UNITED MOBILE HOMES, INC. for the QUARTER ENDED SEPTEMBER 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 SEPTEMBER 30, 1996 and DECEMBER 31, 1995 September 30, December 31, 1996 1995 - ASSETS - INVESTMENT PROPERTY AND EQUIPMENT Land $ 5,516,369 $ 5,194,402 Site and Land Improvements 35,325,064 32,456,359 Buildings & Improvements 1,927,106 1,755,407 Rental Homes & Accessories 4,922,625 3,912,918 ---------- ---------- Total Investment Property 47,691,164 43,319,086 Equipment & Vehicles 2,095,106 1,853,398 ---------- ---------- Total Investment Property & Equip. 49,786,270 45,172,484 Accumulated Depreciation (20,539,316) (19,145,830) ---------- ---------- Net Investment Property & Equipment 29,246,954 26,026,654 ---------- ---------- OTHER ASSETS Cash and Cash Equivalents 912,967 2,043,282 Equity Securities Available for Sale, at Fair Value 790,644 -0- Notes and Other Receivables 616,054 547,779 Unamortized Financing Costs 176,085 199,103 Prepaid Expenses 350,387 272,704 Land Development Costs 2,191,016 668,875 ---------- ---------- Total Other Assets 5,037,153 3,731,743 ---------- ---------- TOTAL ASSETS $ 34,284,107 $ 29,758,397 ========== ========== - LIABILITIES & SHAREHOLDERS' EQUITY - MORTGAGES PAYABLE $ 17,441,871 $ 17,707,635 ---------- ---------- OTHER LIABILITIES Accounts Payable 174,352 197,357 Loans Payable 300,000 -0- Accrued Liabilities & Deposits 1,536,582 1,243,686 Tenant Security Deposits 354,618 319,232 ---------- ---------- Total Other Liabilities 2,365,552 1,760,275 ---------- ---------- TOTAL LIABILITIES 19,807,423 19,467,910 ---------- ---------- SHAREHOLDERS' EQUITY Common Stock - $.10 par value per share, 10,000,000 shares authorized, 6,230,340 and 5,850,631 issued and outstanding, respectively 623,034 585,063 Additional Paid-In Capital 14,434,155 10,373,217 Unrealized Holding Gains on Equity 11,783 -0- Securities Available for Sale Accumulated Deficit ( 592,288) (667,793) ---------- ---------- TOTAL SHAREHOLDERS' EQUITY 14,476,684 10,290,487 ---------- ---------- TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $ 34,284,107 $ 29,758,397 ========== ========== -UNAUDITED- See Accompanying Notes to Consolidated Financial Statements 3
UNITED MOBILE HOMES, INC. CONSOLIDATED STATEMENTS OF INCOME for the THREE AND NINE MONTHS ended SEPTEMBER 30, 1996 and 1995 THREE MONTHS NINE MONTHS 9/30/96 9/30/95 9/30/96 9/30/95 Rental and Related Income $ 3,671,970 $ 3,382,423 $10,816,169 $ 9,934,228 Community Operating Expense 1,703,102 1,543,707 4,737,457 4,441,691 --------- --------- --------- --------- Income from Community 1,968,868 1,838,716 6,078,712 5,492,537 Operations General and Administrative 372,628 328,238 1,125,084 1,008,485 Interest Expense 346,211 406,977 1,061,548 1,298,208 Interest Income ( 25,054) ( 9,234) ( 66,035) ( 45,766) Depreciation 497,357 460,831 1,487,449 1,400,616 Other Expenses 13,800 18,467 38,880 54,785 --------- --------- --------- --------- Income before Gains 763,926 633,437 2,431,786 1,776,209 on Sales of Assets Gains on Sales of Assets 20,208 ( 3,696) 332,411 2,350 --------- --------- --------- --------- Net Income $ 784,134 $ 629,741 $ 2,764,197 $ 1,778,559 ========= ========= ========= ========= Net Income Per Share $ .12 $ .11 $ .45 $ .31 ========= ========= ========= ========= Weighted Average Shares 6,251,609 5,735,296 6,114,750 5,643,668 ========= ========= ========= ========= -UNAUDITED- See Notes to Consolidated Financial Statements 4
UNITED MOBILE HOMES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS for the NINE MONTHS ended SEPTEMBER 30, 1996 and 1995 1996 1995 CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ 2,764,197 $ 1,778,559 Non-Cash Adjustments Depreciation & Amortization 1,526,329 1,455,401 Gain on Sales of Assets ( 332,411) ( 2,350) Changes in Operating Assets and Liabilities - Notes and Other Receivables ( 68,275) 120,558 Prepaid Expenses ( 77,683) ( 100,562) Accounts Payable ( 23,005) 43,586 Accrued Liabilities & Deposits 292,896 380,804 Tenant Security Deposits 35,386 21,649 --------- --------- Net Cash Provided by Operating Activities 4,117,434 3,697,645 --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of Manufactured Home Communities (3,435,506) (2,010,906) Purchase of Minority Interest -0- ( 132,600) Purchase of Investment Property and Equipment (1,416,000) (1,207,923) Proceeds from Sales of Assets 564,646 237,925 Additions to Land Development (1,610,619) ( 683,100) Purchase of Equity Securities Available for Sale ( 778,861) -0- --------- --------- Net Cash Used by Investing Activities (6,676,340) (3,796,604) --------- --------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from Mortgages and Loans 1,300,000 3,700,000 Principal Payments of Mortgages and Loans (1,265,764) (3,713,168) Financing Costs on Debt ( 15,862) ( 75,340) Proceeds from Dividend Reinvestment and Stock Purchase Plan 3,016,568 1,207,453 Dividends Paid (1,606,351) (1,152,578) --------- --------- Net Cash Provided (Used) by Financing Activities 1,428,591 ( 33,633) --------- --------- NET DECREASE IN CASH AND CASH EQUIVALENTS (1,130,315) ( 132,592) CASH & CASH EQUIVALENTS - BEGINNING 2,043,282 357,547 --------- --------- CASH & CASH EQUIVALENTS - ENDING $ 912,967 $ 224,955 ========= ========= -UNAUDITED- See Accompanying Notes to Consolidated Financial Statements 5
UNITED MOBILE HOMES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 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 September 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 (See Note 5). This mortgage was repaid in March 1996. In September 1996, the Company used $300,000 of its line of credit. As of September 30, 1996, $200,000 was still available. NOTE 3 - DIVIDEND REINVESTMENT AND STOCK PURCHASE PLAN On September 16, 1996, the Company paid $915,815 as a dividend of $.15 per share to shareholders of record as of August 15, 1996. The total dividends paid for the nine months ended September 30, 1996, amounted to $2,688,692. On September 16, 1996, the Company received $1,311,639 from the Dividend Reinvestment and Stock Purchase Plan (DRIP). There were 124,918 new shares issued resulting in 6,230,340 shares outstanding. The total amount received from the DRIP for the nine months ended September 30, 1996 amounted to $4,098,909. NOTE 4 - EMPLOYEE STOCK OPTIONS During the nine months ended September 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 6 NOTE 4 - Continued As of September 30, 1996, there were 335,000 shares outstanding and 513,000 shares available under the Company's Stock Option Plans. NOTE 5 - ACQUISITIONS, DISPOSITIONS AND EXPANSIONS On January 10, 1996, the Company acquired Wood Valley 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. 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, including closing costs totalled $1,421,800. This purchase was based on an independent appraisal of fair market value. 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 nine months ended September 30, 1996 and 1995 for interest was $1,061,548 and $1,309,320, respectively. During the nine months ended September 30, 1996, land development costs of $88,478 were transferred to investment property and equipment and placed in service. During the nine months ended September 30, 1996 and 1995, the Company had dividend reinvestments of $1,082,341 and $938,751, respectively, which required no cash transfers. NOTE 7 - SUBSEQUENT EVENTS On October 11, 1996, the Company purchased 65 acres of vacant land adjacent to Fairview Manor, the Company's manufactured home community in Vineland, New Jersey. The purchase price was approximately $390,000. 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-three manufactured home communities. These manufactured home communities have been generating increased gross revenues and increased operating income. The Company generated $4,117,434 cash from operations. The Company received new capital of $4,098,909 through its Dividend Reinvestment and Stock Purchase Plan (DRIP). Mortgages Payable decreased by $265,764 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 (see Note 5). MATERIAL CHANGES IN RESULTS OF OPERATIONS Income from community operations increased by $130,152 to $1,968,868 for the quarter ended September 30, 1996 as compared to $1,838,716 for the quarter ended September 30, 1995. Income from community operations increased by $586,175 to $6,078,712 for the nine months ended September 30, 1996 compared to $5,492,537 for the nine months ended September 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 $3,382,423 for the quarter ended September 30, 1995 to $3,671,970 for the quarter ended September 30, 1996. Rental and related income rose from $9,934,228 for the nine months ended September 30, 1995 to $10,816,169 for the nine months ended September 30, 1996. This was a result of higher rents, the addition of rental homes and the purchases of Wood Valley and Spreading Oaks. Community operating expenses rose from $1,543,707 for the quarter ended September 30, 1995 to $1,703,102 for the quarter ended September 30, 1996. Community operating expenses rose from $4,441,691 for the nine months ended September 30, 1995 to $4,737,457 for the nine months ended September 30, 1996. Community operating expenses increased due to higher insurance, promotional costs and the purchases of Wood Valley and Spreading Oaks. Interest expense decreased from $406,977 for the quarter ended September 30, 1995 to $346,211 for the quarter ended September 30, 1996. Interest expense decreased from $1,298,208 for the nine months ended September 30, 1995 to $1,061,548 for the nine months ended September 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 8.75% at September 30, 1995. Gains on Sales of Assets increased from $2,350 for the nine months ended September 30, 1995 to $332,411 for the nine months ended September 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 increased from $3,697,645 for the nine months ended September 30, 1995 to $4,117,434 for the nine months ended September 30, 1996. 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 September 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 - 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 6, 1996 By:/s/Samuel A. Landy Samuel A. Landy, President DATE: November 6, 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 SEPTEMBER 30, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 9-MOS DEC-31-1996 SEP-30-1996 912,967 790,644 750,156 134,102 0 2,670,052 49,786,270 20,539,316 34,284,107 2,365,552 17,441,871 623,034 0 0 13,853,650 34,284,107 0 11,214,615 0 4,737,457 2,651,413 0 1,061,548 2,764,197 0 2,764,197 0 0 0 2,764,197 .45 .45
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