-----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, Bp2KcLKe/hFf3wMGwMJ7fxV9++1ZwhDgwW/t1Vsabi6wq8vRHxPk5DvLWM4EAfv+ q4YQ6IhttndHOW5k6qCOKg== 0000752642-97-000007.txt : 19970808 0000752642-97-000007.hdr.sgml : 19970808 ACCESSION NUMBER: 0000752642-97-000007 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970630 FILED AS OF DATE: 19970807 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: 001-12690 FILM NUMBER: 97652846 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 June 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 June 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 July 31, 1997 was 6,646,755 shares. UNITED MOBILE HOMES, INC. for the QUARTER ENDED JUNE 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 PART II - OTHER INFORMATION............................. 10 SIGNATURES.................................... 11 UNITED MOBILE HOMES, INC. CONSOLIDATED BALANCE SHEETS as of JUNE 30, 1997 and DECEMBER 31, 1996 June 30, December 31, 1997 1996 -ASSETS- INVESTMENT PROPERTY AND EQUIPMENT Land $ 5,927,506 $ 5,927,136 Site and Land Improvements 36,891,385 35,983,165 Buildings and Improvements 1,939,331 1,930,345 Rental Homes and Accessories 5,272,198 4,907,832 ___________ ___________ Total Investment Property 50,030,420 48,748,478 Equipment and Vehicles 2,208,201 2,163,179 ___________ ___________ Total Investment Property and Equip. 52,238,621 50,911,657 Accumulated Depreciation (21,904,979) (21,024,163) ___________ ___________ Net Investment Property and Equipment 30,333,642 29,887,494 ___________ ___________ OTHER ASSETS Cash and Cash Equivalents 203,184 1,195,095 Securities Available for Sale 3,023,358 1,441,037 Notes and Other Receivables 614,584 507,199 Unamortized Financing Costs 139,744 160,744 Prepaid Expenses 72,542 284,993 Land Development Costs 3,316,113 2,398,644 ___________ ___________ Total Other Assets 7,369,525 5,987,712 ___________ ___________ TOTAL ASSETS $ 37,703,167 $ 35,875,206 =========== =========== - -LIABILITIES & SHAREHOLDERS' EQUITY- MORTGAGES PAYABLE $ 17,155,297 $ 17,351,030 ___________ ___________ OTHER LIABILITIES Accounts Payable 98,001 206,426 Loans Payable 300,000 -0- Accrued Liabilities & Deposits 1,330,587 1,520,641 Tenant Security Deposits 384,414 370,964 ___________ ___________ Total Other Liabilities 2,113,002 2,098,031 ___________ ___________ TOTAL LIABILITIES 19,268,299 19,449,061 ___________ ___________ SHAREHOLDERS' EQUITY Common Stock - $.10 par value per share 10,000,000 shares authorized, 6,641,755 and 6,433,676 issued and outstanding, respectively 664,176 643,368 Additional Paid-In Capital 18,437,960 16,275,434 Unrealized Holding Gains on Securities Available for Sale 127,426 76,501 Accumulated Deficit ( 794,694) ( 569,158) ___________ ___________ TOTAL SHAREHOLDERS' EQUITY 18,434,868 16,426,145 ___________ ___________ TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $ 37,703,167 $ 35,875,206 =========== ===========
3 UNITED MOBILE HOMES, INC. CONSOLIDATED STATEMENTS OF INCOME For the THREE AND SIX MONTHS ended JUNE 30, 1997 and 1996 THREE MONTHS SIX MONTHS 6/30/97 6/30/96 6/30/97 6/30/96 Rental and Related Income $3,804,373 $3,582,925 $7,570,093 $7,144,199 Community Operating Expense 1,693,851 1,498,566 3,223,646 3,034,355 _________ _________ _________ _________ Income from Community 2,110,522 2,084,359 4,346,447 4,109,844 Operations General and Administrative 328,821 368,962 672,925 752,456 Interest Expense 337,604 339,294 673,030 715,337 Interest Income ( 53,785) ( 20,495) ( 92,810) ( 40,981) Depreciation 526,365 497,959 1,046,085 990,092 Other Expenses 10,500 13,800 21,000 25,080 _________ _________ _________ _________ Income before Gains 961,017 884,839 2,026,217 1,667,860 On Sales of Assets Gains on Sales of Assets 14,277 32,015 22,031 312,203 _________ _________ _________ _________ Net Income $ 975,294 $ 916,854 $2,048,248 $1,980,063 ========= ========= ========= ========= Net Income Per Share .15 .15 .31 .33 ========= ========= ========= ========= Weighted Average Shares 6,636,365 6,116,170 6,583,720 6,051,635 ========= ========= ========= ========= -UNAUDITED- See Notes to Consolidated Financial Statements
4 UNITED MOBILE HOMES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS for the SIX MONTHS ended JUNE 30, 1997 and 1996 1997 1996 CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ 2,048,248 $ 1,980,063 Non-Cash Adjustments Depreciation 1,046,085 990,092 Amortization 21,000 25,080 Gain on Sales of Assets ( 22,031) ( 312,203) Changes in Operating Assets And Liabilities - Notes and Other Receivables ( 107,385) ( 447,073) Prepaid Expenses 212,451 43,876 Accounts Payable ( 108,425) ( 83,110) Accrued Liabilities & Deposits ( 190,054) 120,695 Tenant Security Deposits 13,450 27,522 _________ _________ Net Cash Provided by Operating Activities 2,913,339 2,344,942 _________ _________ CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of Manufactured Home Communities -0- (2,013,706) Purchase of Investment Property (1,125,556) (1,068,206) And Equipment Proceeds from Sales of Assets 228,002 533,717 Additions to Land Development (1,490,117) ( 858,635) Purchase of Securities Available for Sale (1,531,396) ( 647,189) _________ _________ Net Cash Used by Investing Activities (3,919,067) (4,054,019) _________ _________ CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from Mortgages and Loans 300,000 1,000,000 Principal Payments of Mortgages and Loans ( 195,733) (1,177,264) Financing Costs on Debt -0- ( 15,862) Proceeds from Dividend Reinvestment And Stock Purchase Plan 1,072,796 2,061,698 Proceeds from Exercise of Stock Options 215,750 -0- Dividends Paid (1,378,996) (1,047,305) _________ _________ Net Cash Provided by Financing Activities 13,817 821,267 _________ _________ NET DECREASE IN CASH AND CASH EQUIVALENTS ( 991,911) ( 887,810) CASH & CASH EQUIVALENTS - BEGINNING 1,195,095 2,043,282 _________ _________ CASH & CASH EQUIVALENTS - ENDING $ 203,184 $ 1,155,472 ========= =========
5 UNITED MOBILE HOMES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 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 June 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 June 16, 1997, the Company paid $1,144,741 as a dividend of $.175 per share to shareholders of record as of May 15, 1997. The total dividends paid for the six months ended June 30, 1997 amounted to $2,273,784. On June 16, 1997, the Company received $1,028,140 from the Dividend Reinvestment and Stock Purchase Plan (DRIP). There were 90,388 new shares issued resulting in 6,641,755 shares outstanding. The total amount received from the DRIP for the six months ended June 30, 1997 amounted to $1,967,584. NOTE 3 - EMPLOYEE STOCK OPTIONS During the six months ended June 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 six months ended June 30, 1997, six employees exercised their stock options and purchased 36,000 shares for total proceeds of $215,750. As of June 30, 1997, there were 299,500 shares outstanding and 455,500 shares available 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 six months ended June 30, 1997 and 1996 for interest was $673,030 and $715,337, respectively. During the six months ended June 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 six months ended June 30, 1997 and 1996, the Company had dividend reinvestments of $894,788 and $725,572, 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 $2,913,339 net cash provided by operating activities. The Company received new capital of $1,967,584 through its Dividend Reinvestment and Stock Purchase Plan (DRIP). The Company purchased $1,531,396 of Securities Available for Sale. Mortgages Payable decreased by $195,733 as a result of principal repayments. Loans payable increased by $300,000. MATERIAL CHANGES IN RESULTS OF OPERATIONS Income from community operations increased by $26,163 to $2,110,522 for the quarter ended June 30, 1997 as compared to $2,084,359 for the quarter ended June 30, 1996. Income from community operations increased by $236,603 to $4,346,447 for the six months ended June 30, 1997 compared to $4,109,844 for the six months ended June 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 $3,582,925 for the quarter ended June 30, 1996 to $3,804,373 for the quarter ended June 30, 1997. Rental and related income rose from $7,144,199 for the six months ended June 30, 1996 to $7,570,093 for the six months ended June 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 $1,498,566 for the quarter ended June 30, 1996 to $1,693,851 for the quarter ended June 30, 1997. Community operating expenses rose from $3,034,355 for the six months ended June 30, 1996 to $3,223,646 for the six months ended June 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 June 30, 1997 compared to the quarter ended June 30, 1996. Interest expense decreased from $715,337 for the six months ended June 30, 1996 to $673,030 for the six months ended June 30, 1997. This was primarily a result of principal repayments. Gains on Sales of Assets decreased from $312,203 for the six months ended June 30, 1996 to $22,031 for the six months ended June 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. LIQUIDITY AND CAPITAL RESOURCES Net cash provided by operating activities increased from $2,344,942 for the six months ended June 30, 1996 to $2,913,339 for the six months ended June 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. 9 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 - The Annual meeting of shareholders was held on May 29, 1997 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 10 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 4, 1997 By:/s/Samuel A. Landy Samuel A. Landy, President DATE: August 4, 1997 By:/s/Anna T. Chew Anna T. Chew, Vice President and Chief Financial Officer 11 EX-27 2 WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FINANCIAL STATEMENTS OF UNITED MOBILE HOMES, INC. AS OF AND FOR THE PERIOD ENDED JUNE 30, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 06-MOS DEC-31-1997 JUN-30-1997 203,184 3,023,358 763,394 148,810 0 3,913,668 52,238,621 21,904,979 37,703,167 2,113,002 17,155,297 664,176 0 0 17,770,692 37,703,167 0 7,684,934 0 3,223,646 1,740,010 0 673,030 2,048,248 0 2,048,248 0 0 0 2,048,248 .31 .31
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