-----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, OLT0d7qvTzbcG9S62yr5gVJlsHjF8tO2D1lyoeoGpqZlHua610v4ROP8Bya9ZIiL 1BkZAeDyUhutLmPWWOz2Tg== 0000950137-05-000760.txt : 20050126 0000950137-05-000760.hdr.sgml : 20050126 20050126161417 ACCESSION NUMBER: 0000950137-05-000760 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050124 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050126 DATE AS OF CHANGE: 20050126 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EQUITY LIFESTYLE PROPERTIES INC CENTRAL INDEX KEY: 0000895417 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 363857664 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11718 FILM NUMBER: 05550303 BUSINESS ADDRESS: STREET 1: TWO N RIVERSIDE PLZ STREET 2: STE 800 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3122791400 MAIL ADDRESS: STREET 1: TWO N RIVERSIDE PLAZE CITY: CHICAGO STATE: IL ZIP: 60606 FORMER COMPANY: FORMER CONFORMED NAME: MANUFACTURED HOME COMMUNITIES INC DATE OF NAME CHANGE: 19940218 8-K 1 c91433e8vk.txt CURRENT REPORT ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 JANUARY 24, 2005 (Date of Report) EQUITY LIFESTYLE PROPERTIES, INC. (Exact name of registrant as specified in its Charter) 1-11718 (Commission File No.) MARYLAND 36-3857664 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) TWO NORTH RIVERSIDE PLAZA, CHICAGO, ILLINOIS 60606 (Address of principal executive offices) (Zip Code)
(312) 279-1400 (Registrant's telephone number, including area code) Manufactured Home Communities, Inc. - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the following provisions (See General Instructions A.2 below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule (14d-2(b)) under the Exchange Act (17 CFR.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule (13e-4(c)) under the Exchange Act (17 CFR.13e-4(c)) ================================================================================ ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On January 24, 2005, Equity LifeStyle Properties, Inc. issued a press release announcing its results of operations for the quarter and year ended December 31, 2004. This information is furnished as Exhibit 99.1 to this report on Form 8-K. The information contained in this report on Form 8-K, including Exhibit 99.1 shall not be deemed "filed" with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by Equity Lifestyle Properties under the Securities Act of 1933, as amended. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits The information contained in the attached exhibit is unaudited and should be read in conjunction with the Registrant's annual and quarterly reports filed with the Securities and Exchange Commission. Exhibit 99.1 Equity LifeStyle Properties, Inc. press release dated January 24, 2005 "ELS Reports Fourth Quarter Results". SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized. EQUITY LIFESTYLE PROPERTIES, INC. BY: /s/ Thomas P. Heneghan ------------------------------------ Thomas P. Heneghan Chief Executive Officer BY: /s/ Michael Berman ---------------------------- Michael Berman Vice President and Chief Financial Officer DATE: January 26, 2005 EX-99.1 2 c91433exv99w1.txt PRESS RELEASE EXHIBIT 99.1 CONTACT: Michael Berman FOR IMMEDIATE RELEASE (312) 279-1496 January 24, 2005 ELS REPORTS FOURTH QUARTER RESULTS REITERATES GUIDANCE FOR 2005 CHICAGO, IL - JANUARY 24, 2005-- Equity LifeStyle Properties, Inc. (NYSE: ELS) announced results for the quarter and year ended December 31, 2004. For the fourth quarter of 2004, Funds From Operations (FFO) were $15.2 million or $0.51 per share on a fully diluted basis compared to $9.7 million or $0.34 per fully diluted share in the same period in 2003. Fourth quarter property operating revenues were $74.6 million compared to $57.8 million in the fourth quarter of 2003. For the fourth quarter of 2004, average occupancy was 89.7 percent and average monthly base rent per site for the Core Portfolio was $441.18, up 4.9 percent from $420.71 in the same period last year. For the year ended December 31, 2004, FFO were $56.9 million or $1.93 per share on a fully diluted basis compared to $60.8 million or $2.17 per fully diluted share in the same period in 2003. Property operating revenues for the year ended December 31, 2004 were $290.5 million compared to $228.8 million for the same period of 2003. For the year ended December 31, 2004, average occupancy was 90.1 percent and average monthly base rent per site for the Core Portfolio was $436.56, up 4.7 percent from $416.89 in the same period last year. For the year ended December 31, 2004 the Company had 517 new home sales, a 13 percent increase over the year ended December 31, 2003. Net income available to common stockholders totaled $778,000 or $0.03 per fully diluted share for the quarter ended December 31, 2004. This compares to the net income (loss) available to common stockholders of ($266,000) or ($0.01) per fully diluted share in the fourth quarter of 2003. Net income available to common stockholders totaled $5.8 million or $0.24 per fully diluted share for the year ended December 31, 2004 compared to $27.0 million or $1.20 per fully diluted share for the year ended December 31, 2003. See the attachment to this press release for a reconciliation of FFO and FFO per share to net income and net income per share, respectively, the most directly comparable GAAP measures. Commented Thomas P. Heneghan, ELS President and CEO, "Our ability to continue operating our core business while also dealing with significant acquisition activity and four hurricanes in 2004 demonstrates the strength of our business model and the dedication of our employees. We not only closed 2004 with strong home sales activity, but entered 2005 prepared and ready for the busy winter season. In addition, we have entered into an initial cross-matching agreement with Thousand Trails, which we will use to introduce their membership to our lifestyle opportunities and introduce our customers to the Thousand Trails product." The Company has approximately $50 million of availability under its line of credit. ELS management continues to project that fully diluted FFO per share will range between $2.44 and $2.54 for the year ended December 31, 2005. Factors impacting revenues include i) the mix of site usage within the Company's portfolio; ii) the Company's yield management of its short term resort sites; iii) scheduled or implemented rate increases; and iv) occupancy changes. Results for 2005 also may be impacted by, among other things i) continued competitive housing options and new home sales initiatives impacting occupancy levels at certain communities; ii) variability in income from home sales operations, including anticipated expansion projects; iii) whether acquired properties operate in line with expectations; iv) the lingering effects if any on occupancy levels and sales resulting from changes in customer demand due to the 2004 Florida storms; v) potential acquisitions and investments; and vi) potential dispositions. The forward-looking statements contained in this news release are subject to certain risks and uncertainties including, but not limited to, the Company's ability to maintain rental rates and occupancy with respect to properties currently owned or pending acquisitions; the Company's assumptions about rental and home sales markets; the completion of pending acquisitions and timing with respect thereto; the effect of interest rates as well as other risks indicated from time to time in the Company's filings with the Securities and Exchange Commission. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events. Equity LifeStyle Properties, Inc. owns or has an interest in 275 quality communities in 25 states and British Columbia consisting of 101,169 sites. The Company is a self-administered, self-managed, real estate investment trust (REIT) with headquarters in Chicago. A live webcast of the Company's conference call discussing these results will be available via the Company's website in the Investor Info section at www.mhchomes.com at 10:00 a.m. Central on January 25, 2005. If you wish to listen to the opening remarks in advance, they will be available on our website at 6:00 p.m. Central today. ### Tables follow EQUITY LIFESTYLE PROPERTIES, INC. SELECTED FINANCIAL DATA (UNAUDITED) (AMOUNTS IN THOUSANDS EXCEPT FOR PER SHARE DATA)
QUARTERS ENDED TWELVE MONTHS ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2004 2003 ------------ ------------ ------------ ------------ PROPERTY OPERATIONS: Community base rental income ....................... $ 53,262 $ 49,244 $ 210,790 $ 196,919 Resort base rental income .......................... 15,382 3,705 54,845 11,780 Utility and other income ........................... 6,000 4,824 24,893 20,150 --------- --------- --------- --------- Property operating revenues ..................... 74,644 57,773 290,528 228,849 Property operating and maintenance (1) ............. 24,968 16,168 94,955 64,996 Real estate taxes .................................. 5,963 4,957 23,679 18,917 Property management ................................ 3,267 2,381 12,852 9,373 --------- --------- --------- --------- Property operating expenses ..................... 34,198 23,506 131,486 93,286 --------- --------- --------- --------- Income from property operations ................. 40,446 34,267 159,042 135,563 HOME SALES OPERATIONS: Gross revenues from inventory home sales ........... 16,721 11,548 47,636 36,606 Cost of inventory home sales ....................... (14,638) (10,026) (41,833) (31,767) --------- --------- --------- --------- Gross profit from inventory home sales .......... 2,083 1,522 5,803 4,839 Brokered resale revenues, net ...................... 558 403 2,186 1,724 Home selling expenses .............................. (2,262) (1,687) (8,708) (7,360) Ancillary services revenues, net ................... 365 (30) 2,782 216 --------- --------- --------- --------- Income from home sales and other ................ 744 208 2,063 (581) OTHER INCOME AND EXPENSES: Interest income .................................... 315 936 1,391 1,695 Income from investments and other .................. 3,775 436 8,444 2,065 General and administrative ......................... (2,554) (2,101) (9,243) (8,060) --------- --------- --------- --------- Operating income (EBITDA) ....................... 42,726 33,746 161,697 130,682 Interest and related amortization .................. (24,238) (20,949) (91,922) (58,402) Income from discontinued operations ................ -- (2) 26 1,043 Depreciation on corporate assets ................... (426) (310) (1,657) (1,240) Income allocated to Preferred OP Units ............. (2,825) (2,813) (11,284) (11,252) --------- --------- --------- --------- FUNDS FROM OPERATIONS (FFO) ..................... $ 15,237 $ 9,672 $ 56,860 $ 60,831 Depreciation on real estate and other costs ........ (14,246) (10,003) (50,304) (38,169) Gain on sale of properties ......................... -- -- 638 10,826 Income allocated to Common OP Units ................ (213) 65 (1,382) (6,474) --------- --------- --------- --------- NET INCOME ...................................... $ 778 $ (266) $ 5,812 $ 27,014 ========= ========= ========= ========= NET INCOME PER COMMON SHARE - BASIC .................. $ 0.03 $ (0.01) $ 0.25 $ 1.22 NET INCOME PER COMMON SHARE - FULLY DILUTED .......... $ 0.03 $ (0.01) $ 0.24 $ 1.20 --------- --------- --------- --------- FFO PER COMMON SHARE - BASIC ......................... $ 0.52 $ .35 $ 1.97 $ 2.22 FFO PER COMMON SHARE - FULLY DILUTED ................. $ 0.51 $ .34 $ 1.93 $ 2.17 --------- --------- --------- --------- Average Common Shares - Basic ........................ 22,905 22,247 22,849 22,077 Average Common Shares and OP Units - Basic ........... 29,360 27,568 28,916 27,419 Average Common Shares and OP Units - Fully Diluted ... 29,925 28,276 29,465 28,002 --------- --------- --------- ---------
(1) Twelve months ended December 31, 2004 includes unrecoverable hurricane related expense of $1.0 million. EQUITY LIFESTYLE PROPERTIES, INC. (UNAUDITED)
SELECTED BALANCE SHEET DATA: DECEMBER 31, DECEMBER 31, 2004 2003 (amounts in 000's) (amounts in 000's) ------------------ ------------------ Total real estate, net ...................... $ 1,718,134 $ 1,042,599 Cash and cash equivalents ................... $ 11,256 $ 325,740 Total assets (1) ............................ $ 1,897,914 $ 1,473,915 Mortgage notes payable ...................... $ 1,417,251 $ 1,076,183 Unsecured debt .............................. $ 235,913 $ 113 Total liabilities ........................... $ 1,718,661 $ 1,341,401 Minority interest ........................... $ 137,303 $ 126,716 Total stockholders' equity .................. $ 41,950 $ 5,798
(1) Includes hurricane related costs recoverable from insurance providers of $5.9 million.
AS OF AS OF DECEMBER 31, DECEMBER 31, TOTAL SHARES AND OP UNITS OUTSTANDING: 2004 2003 ------------ ---------- Total Common Shares Outstanding .................. 22,937,192 22,563,348 Total Common OP Units Outstanding ................ 6,340,805 5,312,387
MANUFACTURED HOME SITE AND QUARTERS ENDED TWELVE MONTHS ENDED OCCUPANCY AVERAGES: DEC. 31, DEC. 31, DEC. 31, DEC. 31, 2004 2003 2004 2003 ------------- ------------- ------------- ------------- Total Sites ................................. 45,123 43,143 44,554 43,134 Occupied Sites .............................. 40,471 39,016 40,143 39,363 Occupancy % ................................. 89.7% 90.4% 90.1% 91.3% Monthly Base Rent Per Site .................. $ 439.12 $ 420.71 $ 437.58 $ 416.89 Core (1) Monthly Base Rent Per Site ......... $ 441.18 $ 420.71 $ 436.56 $ 416.89
(1) Represents rent per site for properties owned in both periods of comparison.
QUARTERS ENDED TWELVE MONTHS ENDED DEC. 31, DEC. 31, DEC. 31, DEC. 31, HOME SALES: 2004 2003 2004 2003 --------- --------- --------- --------- New Home Sales Volume .................. 169 151 517 458 New Home Sales Gross Revenues .......... $ 15,728 $ 10,858 $ 43,470 $ 33,512 Used Home Sales Volume ................. 62 47 362 189 Used Home Sales Gross Revenues ......... $ 993 $ 690 $ 4,166 $ 3,094 Brokered Home Resale Volume ............ 352 273 1,424 1,102 Brokered Home Resale Revenues, net ..... $ 558 $ 403 $ 2,186 $ 1,724
EQUITY LIFESTYLE PROPERTIES, INC. (UNAUDITED)
ANNUAL REVENUE: (rounded to 100's) Total Approximate Average Sites Annual Revenue (1) -------- ------------------- Community sites 45,100 $5,400-$5,500(2) Resort sites: Annuals 13,100 $3,100-$3,200 Seasonal 7,200 $1,700-$1,800 Transient 6,000 $2,000-$2,100 Thousand Trails 17,900 (3) Joint Ventures 11,800 (4) -------- 101,200 ========
1) All ranges exclude utility and other income. 2) Based on occupied sites. Average occupancy as of 12/31/04 was approximately 90%. 3) 17,911 sites are reserved for Thousand Trails members pursuant to a sale-leaseback agreement with Thousand Trails Operations Holding Company, L.P. with an annual rent of $16 million. 4) Joint Venture income is included in Income from Investments and Other.
FUNDS AVAILABLE FOR DISTRIBUTION (FAD): QUARTERS ENDED TWELVE MONTHS ENDED DEC. 31, DEC. 31, DEC. 31, DEC. 31, 2004 2003 2004 2003 ---------- ---------- ---------- ---------- Funds from operations $ 15,237 $ 9,672 $ 56,860 $ 60,831 Non-revenue producing improvements to real estate (4,156) (3,045) (13,663) (11,945) ---------- ---------- ---------- ---------- Funds available for distribution $ 11,081 $ 6,627 $ 43,197 $ 48,886 ========== ========== ========== ========== FAD per Common Share - Basic $ 0.38 $ 0.24 $ 1.49 $ 1.78 FAD per Common Share - Fully Diluted $ 0.37 $ 0.23 $ 1.47 $ 1.75 ---------- ---------- ---------- ----------
"Funds from Operations ("FFO") is a non-GAAP financial measure. The Company believes that FFO, as defined by the Board of Governors of the National Association of Real Estate Investment Trusts ("NAREIT"), to be an appropriate measure of performance for an equity REIT. While FFO is a relevant and widely used measure of operating performance for equity REITs, it does not represent cash flow from operations or net income as defined by GAAP, and it should not be considered as an alternative to these indicators in evaluating liquidity or operating performance. FFO is defined as net income, computed in accordance with GAAP, excluding gains or losses from sales of properties, plus real estate related depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures are calculated to reflect FFO on the same basis. The Company believes that FFO is helpful to investors as one of several measures of the performance of an equity REIT. The Company further believes that by excluding the effect of depreciation, amortization and gains or losses from sales of real estate, all of which are based on historical costs and which may be of limited relevance in evaluating current performance, FFO can facilitate comparisons of operating performance between periods and among other equity REITs. Investors should review FFO, along with GAAP net income and cash flow from operating activities, investing activities and financing activities, when evaluating an equity REIT's operating performance. The Company computes FFO in accordance with standards established by NAREIT, which may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or that interpret the current NAREIT definition differently than we do. Funds available for distribution ("FAD") is a non-gaap financial measure. FAD is defined as FFO less non-revenue producing capital expenditures. Investors should review FFO and FAD, along with GAAP net income and cash flow from operating activities, investing activities and financing activities, when evaluating an equity REIT's operating performance. FFO and FAD do not represent cash generated from operating activities in accordance with GAAP, nor do they represent cash available to pay distributions and should not be considered as an alternative to net income, determined in accordance with GAAP, as an indication of our financial performance, or to cash flow from operating activities, determined in accordance with GAAP, as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs, including our ability to make cash distributions." -----END PRIVACY-ENHANCED MESSAGE-----