Equity LifeStyle Properties, Inc. (NYSE: ELS) (the “Company”) today
announced results for the three months and year ended December 31, 2012.
All per share results are reported on a fully-diluted basis unless
otherwise noted.
a) Financial Results
For the three months ended December 31, 2012, Funds From Operations
(“FFO”) were $50.3 million, or $1.11 per share, compared to $44.8
million, or $0.99 per share, for the same period in 2011. For the year
ended December 31, 2012, FFO was $210.0 million, or $4.62 per share,
compared to $147.5 million, or $3.66 per share, for the same period in
2011.
Net income available to common stockholders totaled $24.3 million, or
$0.58 per share, for the three months ended December 31, 2012 compared
to a net loss of $(0.2) million, or $0.00 per share, for the same period
in 2011. Net income available to common stockholders totaled $54.8
million, or $1.32 per share, for the year ended December 31, 2012,
compared to $22.8 million, or $0.64 per share, for the same period in
2011. See the tables included in this press release for a reconciliation
of FFO and FFO per share to net income available to common shares and
net income per common share, respectively, the most directly comparable
GAAP (General Accepted Accounting Principles) measure.
b) Portfolio Performance
During the year ended December 31, 2012, Core property operations were
impacted by previously disclosed non-recurring items related to utility
income and membership sales and marketing expenses. For the year ended
December 31, 2012, compared to the same period in 2011, the increases in
Core property operating revenues, expenses and income were approximately
2.3 percent, 1.3 percent and 3.0 percent, respectively, excluding cable
service prepayments, right-to-use contract sales and sales and marketing
expenses.
For the three months ended December 31, 2012, property operating
revenues, excluding deferrals, were $167.9 million, compared to $161.1
million in the same period of 2011. Property operating revenues,
excluding deferrals, for the year ended December 31, 2012 were $688.1
million, compared to $578.2 million for the year ended December 31, 2011.
For the three months ended December 31, 2012, Core property operating
revenues increased approximately 1.5 percent and income from Core
property operations increased approximately 1.4 percent compared to the
same period in 2011. For the year ended December 31, 2012, Core property
operating revenues increased approximately 1.8 percent and income from
Core property operations increased approximately 2.3 percent compared to
the same period in 2011.
c) Balance Sheet
Our cash balance as of December 31, 2012 was approximately $37.1
million. Our average long-term secured debt balance was approximately
$2.1 billion during the three months ended December 31, 2012, with a
weighted average interest rate, including loan cost amortization, of
approximately 5.5 percent per annum and weighted average maturity of 5.0
years. Interest coverage was approximately 2.9 times in the three months
ended December 31, 2012.
During the three months ended December 31, 2012, the Company paid off
the mortgage on one resort property, which was set to mature on February
11, 2013 totaling approximately $5.2 million, with a stated interest
rate of 6.5 percent per annum.
d) Asset-related Transactions
During the three months ended December 31, 2012, the Company closed on a
$25.0 million acquisition of the Victoria Palms Resort, a 1,122-site
property, and the Alamo Palms Resort, a 643-site property. Both
properties are located in Rio Grande Valley, Texas.
The Company also closed on the sale of Cascade, a 163-site property in
Snoqualmie, Washington formerly operated as a Thousand Trails resort.
The sale was the result of a settlement related to a
previously threatened condemnation of the property. Cash proceeds from
the disposition, net of closing costs, were approximately $7.6 million
and a gain on disposition of approximately $4.6 million, net of tax, was
recorded. The property was not operating at the time of the sale.
e) Preferred Stock Redemption
During the three months ended December 31, 2012, the Company redeemed
the remaining 2,554,235 shares of 8.034% Series A Cumulative Redeemable
Perpetual Preferred Stock, par value $0.01 per share, at the $25.00 per
share liquidation value and accrued and unpaid dividends of $0.094846
per share on such redeemed shares for approximately $64.1 million.
As of January 28, 2013, Equity LifeStyle Properties, Inc. owns or has an
interest in 383 quality properties in 32 states and British Columbia
consisting of 142,682 sites. The Company is a self-administered,
self-managed, real estate investment trust (REIT) with headquarters in
Chicago.
A live webcast of the Equity LifeStyle Properties, Inc. conference call
discussing these results will be available via the Company’s website in
the Investor Information section at www.equitylifestyle.com
at 10:00 a.m. Central on January 29, 2013.
This press release includes certain “forward-looking statements” within
the meaning of the Private Securities Litigation Reform Act of 1995.
When used, words such as “anticipate,” “expect,” “believe,” “project,”
“intend,” “may be” and “will be” and similar words or phrases, or the
negative thereof, unless the context requires otherwise, are intended to
identify forward-looking statements and may include, without limitation,
information regarding the Company’s expectations, goals or intentions
regarding the future, and the expected effect of the recent acquisitions
on the Company. These forward-looking statements are subject to numerous
assumptions, risks and uncertainties, including, but not limited to:
-
the Company’s ability to control costs, real estate market conditions,
the actual rate of decline in customers, the actual use of sites by
customers and its success in acquiring new customers at its Properties
(including those that it may acquire);
-
the Company’s ability to maintain historical rental rates and
occupancy with respect to Properties currently owned or that the
Company may acquire;
-
the Company’s ability to retain and attract customers renewing,
upgrading and entering right-to-use contracts;
-
the Company’s assumptions about rental and home sales markets;
-
the Company’s assumptions and guidance concerning 2013 estimated net
income and funds from operations;
-
the Company’s ability to manage counterparty risk;
-
in the age-qualified Properties, home sales results could be impacted
by the ability of potential homebuyers to sell their existing
residences as well as by financial, credit and capital markets
volatility;
-
results from home sales and occupancy will continue to be impacted by
local economic conditions, lack of affordable manufactured home
financing and competition from alternative housing options including
site-built single-family housing;
-
impact of government intervention to stabilize site-built single
family housing and not manufactured housing;
-
effective integration of the recent acquisitions and the Company’s
estimates regarding the future performance of recent acquisitions;
-
unanticipated costs or unforeseen liabilities associated with the
recent acquisitions;
-
ability to obtain financing or refinance existing debt on favorable
terms or at all;
-
the effect of interest rates;
-
the dilutive effects of issuing additional securities;
-
the effect of accounting for the entry of contracts with customers
representing a right-to-use the Properties under the Codification
Topic “Revenue Recognition;” and
-
other risks indicated from time to time in the Company’s filings with
the Securities and Exchange Commission.
These forward-looking statements are based on management's present
expectations and beliefs about future events. As with any projection or
forecast, these statements are inherently susceptible to uncertainty and
changes in circumstances. The Company is under no obligation to, and
expressly disclaims any obligation to, update or alter its
forward-looking statements whether as a result of such changes, new
information, subsequent events or otherwise.
Tables follow:
Fourth Quarter 2012 - Selected Financial Data
|
(In $US millions, except per share data, unaudited)
|
Three Months Ended
|
|
December 31, 2012
|
Income from property operations - 2012 Core (1) |
$
|
70.6
|
|
Income from property operations - 2011 Acquisitions (2) |
27.0
|
|
Property management and general and administrative
|
(17.0
|
)
|
Other income and expenses (3) |
3.4
|
|
Financing costs and other
|
(33.7
|
)
|
Funds from operations (FFO) (4) (5) |
50.3
|
|
Depreciation on real estate
|
(24.6
|
)
|
Depreciation on rental homes (5) |
(1.7
|
)
|
Amortization of in-place leases
|
(0.8
|
)
|
Depreciation on unconsolidated joint ventures
|
(0.3
|
)
|
Deferral of right-to-use contract sales revenue and commission, net
|
(1.0
|
)
|
Income allocated to OP Units
|
(2.2
|
)
|
Gain on sale of property
|
4.6
|
|
Net income available to common shares
|
$
|
24.3
|
|
|
|
Net income per common share - fully diluted (6) |
$
|
0.58
|
|
FFO per share - fully diluted
|
$
|
1.11
|
|
|
|
Weighted average shares outstanding - fully diluted
|
45.5
|
|
____________________________
1. See page 9 for the 2012 Core Income from Property Operations detail.
2. See page 10 for the Income from Property Operations detail for the
2011 Acquisition Properties.
3. Includes approximately $50,000 resulting from the decrease in fair
value of the net asset described in the following sentences. The Company
owns both a fee interest and a leasehold interest in a 2,200 site
property. The ground lease contains a purchase option on behalf of the
lessee and a put option on behalf of the lessor. The options may be
exercised by either party upon the death of the fee holder. The Company
is the beneficiary of an escrow funded by the seller and denominated in
approximately 114,000 shares of common stock of the Company. The escrow
was established to protect the Company from future scheduled ground
lease payments as well as scheduled increases in the option purchase
price over time. The current fair value estimate of the escrow is $6.8
million. The Company will revalue the asset as of each reporting date
and will recognize in earnings any increase or decrease in fair value of
the escrow.
4. See definition of FFO on page 21.
5. Fourth quarter 2012 FFO adjusted to include a deduction for
depreciation expense on rental homes would have been $48.6 million, or
$1.07 per fully diluted share.
6. Net income per fully diluted common share is calculated before Income
allocated to OP Units.
Consolidated Income Statement
|
(In $US thousands, except per share data, unaudited)
|
Three Months Ended
|
|
Year Ended
|
|
December 31,
|
|
December 31,
|
|
2012
|
|
2011 (1) |
|
2012
|
|
2011 (1) |
Revenues:
|
|
|
|
|
|
|
|
Community base rental income
|
$
|
104,351
|
|
|
$
|
99,111
|
|
|
$
|
414,170
|
|
|
$
|
318,851
|
|
Rental home income
|
3,953
|
|
|
2,708
|
|
|
14,065
|
|
|
7,970
|
|
Resort base rental income
|
29,824
|
|
|
28,631
|
|
|
134,327
|
|
|
130,489
|
|
Right-to-use annual payments
|
11,575
|
|
|
12,103
|
|
|
47,662
|
|
|
49,122
|
|
Right-to-use contracts current period, gross
|
3,753
|
|
|
4,760
|
|
|
13,433
|
|
|
17,856
|
|
Right-to-use contracts, deferred, net of prior period amortization
|
(2,014
|
)
|
|
(3,169
|
)
|
|
(6,694
|
)
|
|
(11,936
|
)
|
Utility and other income
|
14,411
|
|
|
13,799
|
|
|
64,432
|
|
|
53,843
|
|
Gross revenues from home sales
|
2,685
|
|
|
1,807
|
|
|
8,566
|
|
|
6,088
|
|
Brokered resale revenue and ancillary services revenues, net
|
(117
|
)
|
|
(260
|
)
|
|
3,114
|
|
|
3,464
|
|
Interest income
|
2,423
|
|
|
2,621
|
|
|
10,009
|
|
|
7,000
|
|
Income from other investments, net (2) |
1,087
|
|
|
210
|
|
|
6,793
|
|
|
6,452
|
|
Total revenues
|
171,931
|
|
|
162,321
|
|
|
709,877
|
|
|
589,199
|
|
|
|
|
|
|
|
|
|
Expenses:
|
|
|
|
|
|
|
|
Property operating and maintenance
|
53,805
|
|
|
52,206
|
|
|
226,952
|
|
|
200,623
|
|
Rental home operating and maintenance
|
2,204
|
|
|
1,766
|
|
|
7,359
|
|
|
4,850
|
|
Real estate taxes
|
11,323
|
|
|
11,097
|
|
|
47,623
|
|
|
37,619
|
|
Sales and marketing, gross
|
2,997
|
|
|
2,930
|
|
|
10,846
|
|
|
11,219
|
|
Sales and marketing, deferred commissions, net
|
(981
|
)
|
|
(1,294
|
)
|
|
(3,155
|
)
|
|
(4,789
|
)
|
Property management
|
9,809
|
|
|
9,219
|
|
|
38,460
|
|
|
35,076
|
|
Depreciation on real estate assets and rental homes
|
26,297
|
|
|
25,023
|
|
|
104,917
|
|
|
84,257
|
|
Amortization of in-place leases
|
808
|
|
|
17,720
|
|
|
45,122
|
|
|
28,479
|
|
Cost of home sales
|
2,606
|
|
|
1,663
|
|
|
9,475
|
|
|
5,683
|
|
Home selling expenses
|
341
|
|
|
350
|
|
|
1,411
|
|
|
1,589
|
|
General and administrative
|
7,043
|
|
|
5,763
|
|
|
26,744
|
|
|
23,833
|
|
Acquisition costs
|
157
|
|
|
1,160
|
|
|
180
|
|
|
18,493
|
|
Rent control initiatives and other
|
389
|
|
|
485
|
|
|
1,456
|
|
|
2,043
|
|
Interest and related amortization
|
31,090
|
|
|
30,737
|
|
|
124,524
|
|
|
99,668
|
|
Total expenses
|
147,888
|
|
|
158,825
|
|
|
641,914
|
|
|
548,643
|
|
Income before equity in income of unconsolidated joint ventures and
gain on sale of property
|
24,043
|
|
|
3,496
|
|
|
67,963
|
|
|
40,556
|
|
Equity in income of unconsolidated joint ventures
|
375
|
|
|
366
|
|
|
1,899
|
|
|
1,948
|
|
Gain on sale of property, net of tax
|
4,596
|
|
|
—
|
|
|
4,596
|
|
|
—
|
|
Consolidated net income
|
29,014
|
|
|
3,862
|
|
|
74,458
|
|
|
42,504
|
|
|
|
|
|
|
|
|
|
(Income) loss allocated to non-controlling interest-Common OP Units
|
(2,176
|
)
|
|
16
|
|
|
(5,067
|
)
|
|
(3,105
|
)
|
Income allocated to non-controlling interest-Perpetual Preferred OP
Units
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,801
|
)
|
Series A Redeemable Perpetual Preferred Stock Dividends
|
(242
|
)
|
|
(4,038
|
)
|
|
(11,704
|
)
|
|
(13,357
|
)
|
Series B Redeemable Preferred Stock Dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
(466
|
)
|
Series C Redeemable Perpetual Preferred Stock Dividends
|
(2,322
|
)
|
|
—
|
|
|
(2,909
|
)
|
|
—
|
|
Net income (loss) available for Common Shares
|
$
|
24,274
|
|
|
$
|
(160
|
)
|
|
$
|
54,778
|
|
|
$
|
22,775
|
|
|
|
|
|
|
|
|
|
Net income (loss) per Common Share - Basic
|
$
|
0.59
|
|
|
$
|
—
|
|
|
$
|
1.33
|
|
|
$
|
0.64
|
|
Net income (loss) per Common Share - Fully Diluted
|
$
|
0.58
|
|
|
$
|
—
|
|
|
$
|
1.32
|
|
|
$
|
0.64
|
|
|
|
|
|
|
|
|
|
Average Common Shares - Basic
|
41,285
|
|
|
40,263
|
|
|
41,174
|
|
|
35,591
|
|
Average Common Shares and OP Units - Basic
|
45,160
|
|
|
44,978
|
|
|
45,112
|
|
|
40,004
|
|
Average Common Shares and OP Units - Fully Diluted
|
45,472
|
|
|
45,296
|
|
|
45,431
|
|
|
40,330
|
|
___________________________________________
1. Certain 2011 amounts have been reclassified to conform to the 2012
presentation. This reclassification had no material effect on the
consolidated income statement.
2. For the three months and year ended December 31, 2012, includes
approximately $50,000 decrease and $0.5 million increase, respectively,
in a net asset associated with the Acquisition Properties. See footnote
3 on page 5 for detailed explanation.
Reconciliation of Net Income to FFO and FAD
|
(In $US thousands, except per share data, unaudited)
|
Three Months Ended
|
|
Year Ended
|
|
December 31,
|
|
December 31,
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
Computation of funds from operations:
|
|
|
|
|
|
|
|
Net income (loss) available for Common Shares
|
$
|
24,274
|
|
|
$
|
(160
|
)
|
|
$
|
54,778
|
|
|
$
|
22,775
|
|
Income (loss) allocated to common OP Units
|
2,176
|
|
|
(16
|
)
|
|
5,067
|
|
|
3,105
|
|
Series B Redeemable Preferred Stock Dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
466
|
|
Right-to-use contract upfront payments, deferred, net (1) |
2,014
|
|
|
3,169
|
|
|
6,694
|
|
|
11,936
|
|
Right-to-use contract commissions, deferred, net (2) |
(981
|
)
|
|
(1,294
|
)
|
|
(3,155
|
)
|
|
(4,789
|
)
|
Depreciation on real estate assets
|
24,643
|
|
|
23,780
|
|
|
98,826
|
|
|
79,981
|
|
Depreciation on rental homes (3) |
1,654
|
|
|
1,243
|
|
|
6,091
|
|
|
4,276
|
|
Amortization of in-place leases
|
808
|
|
|
17,720
|
|
|
45,122
|
|
|
28,479
|
|
Depreciation on unconsolidated joint ventures
|
293
|
|
|
308
|
|
|
1,166
|
|
|
1,228
|
|
Gain on sale of property, net of tax
|
(4,596
|
)
|
|
—
|
|
|
(4,596
|
)
|
|
—
|
|
Funds from operations (FFO) (4) (5) |
$
|
50,285
|
|
|
$
|
44,750
|
|
|
$
|
209,993
|
|
|
$
|
147,457
|
|
Non-revenue producing improvements to real estate
|
(9,246
|
)
|
|
(8,320
|
)
|
|
(29,287
|
)
|
|
(23,315
|
)
|
Funds available for distribution (FAD) (4) |
$
|
41,039
|
|
|
$
|
36,430
|
|
|
$
|
180,706
|
|
|
$
|
124,142
|
|
|
|
|
|
|
|
|
|
FFO per Common Share - Basic
|
$
|
1.11
|
|
|
$
|
0.99
|
|
|
$
|
4.65
|
|
|
$
|
3.69
|
|
FFO per Common Share - Fully Diluted
|
$
|
1.11
|
|
|
$
|
0.99
|
|
|
$
|
4.62
|
|
|
$
|
3.66
|
|
|
|
|
|
|
|
|
|
FAD per Common Share - Basic
|
$
|
0.91
|
|
|
$
|
0.81
|
|
|
$
|
4.01
|
|
|
$
|
3.10
|
|
FAD per Common Share - Fully Diluted
|
$
|
0.90
|
|
|
$
|
0.80
|
|
|
$
|
3.98
|
|
|
$
|
3.08
|
|
________________________________
1. The Company is required by GAAP to defer recognition of the
non-refundable upfront payments from the entry of right-to-use contracts
over the estimated customer life. The customer life is currently
estimated to range from one to 31 years and is based upon historical
attrition rates provided to the Company by Privileged Access. The amount
shown represents the deferral of a substantial portion of current period
contracts sales, offset by amortization of prior period sales.
2. The Company is required by GAAP to defer recognition of the
commission paid related to the entry of right-to-use contracts. The
deferred commissions will be amortized on the same method as the related
non-refundable upfront payments from the entry of right-to-use
contracts. The amount shown represents the deferral of a substantial
portion of current period contract commissions, offset by the
amortization of prior period commissions.
3. For the three months and year ended December 31, 2011, the Company
previously reported FFO and FAD including a deduction for rental home
depreciation expense. To conform with the 2012 presentation of FFO and
FAD, rental home depreciation expense was added back to previously
reported FFO and FAD for the three months and year ended December 31,
2011.
4. See definition of FFO and FAD page 21.
5. FFO adjusted to include a deduction for depreciation expense on
rental homes would have been $48.6 million, or $1.07 per fully diluted
share, and $43.5 million, or $0.96 per fully diluted share, for the
three months ending December 31, 2012 and 2011, respectively, and $203.9
million, or $4.49 per fully diluted share, and $143.2 million, or $3.55
per fully diluted share, for the year ended December 31, 2012 and 2011,
respectively.
Consolidated Income from Property Operations (1) |
(In $US millions, except home site and occupancy figures,
unaudited)
|
Three Months Ended
|
|
Year Ended
|
|
December 31,
|
|
December 31,
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
Community base rental income (2) |
$
|
104.4
|
|
|
$
|
99.1
|
|
|
$
|
414.2
|
|
|
$
|
318.9
|
|
Rental home income
|
4.0
|
|
|
2.7
|
|
|
14.1
|
|
|
8.0
|
|
Resort base rental income (3) |
29.8
|
|
|
28.6
|
|
|
134.3
|
|
|
130.5
|
|
Right-to-use annual payments
|
11.6
|
|
|
12.1
|
|
|
47.7
|
|
|
49.1
|
|
Right-to-use contracts current period, gross
|
3.8
|
|
|
4.8
|
|
|
13.4
|
|
|
17.9
|
|
Utility and other income
|
14.3
|
|
|
13.8
|
|
|
64.4
|
|
|
53.8
|
|
Property operating revenues
|
167.9
|
|
|
161.1
|
|
|
688.1
|
|
|
578.2
|
|
|
|
|
|
|
|
|
|
Property operating, maintenance, and real estate taxes
|
65.2
|
|
|
63.3
|
|
|
274.6
|
|
|
238.2
|
|
Rental home operating and maintenance
|
2.2
|
|
|
1.8
|
|
|
7.4
|
|
|
4.9
|
|
Sales and marketing, gross
|
3.0
|
|
|
2.9
|
|
|
10.8
|
|
|
11.2
|
|
Property operating expenses
|
70.4
|
|
|
68.0
|
|
|
292.8
|
|
|
254.3
|
|
Income from property operations
|
$
|
97.5
|
|
|
$
|
93.1
|
|
|
$
|
395.3
|
|
|
$
|
323.9
|
|
|
|
|
|
|
|
|
|
Manufactured home site figures and occupancy averages:
|
|
|
|
|
|
|
|
Total sites
|
74,116
|
|
|
71,828
|
|
|
74,107
|
|
|
55,709
|
|
Occupied sites
|
66,368
|
|
|
63,886
|
|
|
66,180
|
|
|
49,847
|
|
Occupancy %
|
89.5
|
%
|
|
88.9
|
%
|
|
89.3
|
%
|
|
89.5
|
%
|
Monthly base rent per site
|
$
|
524
|
|
|
$
|
517
|
|
|
$
|
522
|
|
|
$
|
533
|
|
|
|
|
|
|
|
|
|
Core total sites
|
44,101
|
|
|
44,104
|
|
|
44,102
|
|
|
44,104
|
|
Core occupied sites
|
40,462
|
|
|
40,215
|
|
|
40,333
|
|
|
40,094
|
|
Core occupancy %
|
91.7
|
%
|
|
91.2
|
%
|
|
91.5
|
%
|
|
90.9
|
%
|
Core monthly base rent per site
|
$
|
570
|
|
|
$
|
557
|
|
|
$
|
567
|
|
|
$
|
554
|
|
|
|
|
|
|
|
|
|
Resort base rental income:
|
|
|
|
|
|
|
|
Annual
|
$
|
22.4
|
|
|
$
|
21.3
|
|
|
$
|
87.2
|
|
|
$
|
83.3
|
|
Seasonal
|
4.1
|
|
|
4.0
|
|
|
21.1
|
|
|
20.7
|
|
Transient
|
3.3
|
|
|
3.3
|
|
|
26.0
|
|
|
26.5
|
|
Total resort base rental income
|
$
|
29.8
|
|
|
$
|
28.6
|
|
|
$
|
134.3
|
|
|
$
|
130.5
|
|
_________________________
1. See page 6 for a complete Income Statement. The line items that the
Company includes in property operating revenues and property operating
expenses are also individually included in our Consolidated Income
Statement. Excludes property management expenses and the GAAP deferral
of right-to-use contract upfront payments and related commissions, net.
2. See manufactured home site figures and occupancy averages table above.
3. See resort base rental income table included below within this table.
2012 Core Income from Property Operations (1) |
(In $US millions, except percentages, home site and occupancy
figures, unaudited)
|
Three Months Ended
|
|
|
|
Year Ended
|
|
|
|
December 31,
|
|
%
|
|
December 31,
|
|
%
|
|
2012
|
|
2011
|
|
Change (2) |
|
2012
|
|
2011
|
|
Change (2) |
Community base rental income (3) |
$
|
69.2
|
|
|
$
|
67.2
|
|
|
2.9
|
%
|
|
$
|
274.4
|
|
|
$
|
266.6
|
|
|
2.9
|
%
|
Rental home income
|
2.2
|
|
|
1.7
|
|
|
25.2
|
%
|
|
8.1
|
|
|
6.3
|
|
|
28.2
|
%
|
Resort base rental income (4) |
29.6
|
|
|
28.6
|
|
|
3.7
|
%
|
|
133.7
|
|
|
130.4
|
|
|
2.5
|
%
|
Right-to-use annual payments
|
11.6
|
|
|
12.1
|
|
|
(4.4
|
)%
|
|
47.7
|
|
|
49.1
|
|
|
(3.0
|
)%
|
Right-to-use contracts current period, gross
|
3.8
|
|
|
4.8
|
|
|
(21.2
|
)%
|
|
13.4
|
|
|
17.9
|
|
|
(24.8
|
)%
|
Utility and other income (5) |
11.2
|
|
|
11.2
|
|
|
0.2
|
%
|
|
51.7
|
|
|
49.6
|
|
|
4.2
|
%
|
Property operating revenues (6) |
127.6
|
|
|
125.6
|
|
|
1.5
|
%
|
|
529.0
|
|
|
519.9
|
|
|
1.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Property operating, maintenance, and real estate taxes
|
52.4
|
|
|
51.8
|
|
|
1.3
|
%
|
|
221.3
|
|
|
219.1
|
|
|
1.0
|
%
|
Rental home operating and maintenance
|
1.6
|
|
|
1.3
|
|
|
16.2
|
%
|
|
4.7
|
|
|
3.9
|
|
|
19.7
|
%
|
Sales and marketing, gross
|
3.0
|
|
|
2.9
|
|
|
2.3
|
%
|
|
10.8
|
|
|
11.2
|
|
|
(3.4
|
)%
|
Property operating expenses (6) |
57.0
|
|
|
56.0
|
|
|
1.7
|
%
|
—
|
|
236.8
|
|
|
234.2
|
|
|
1.1
|
%
|
Income from property operations (6) |
$
|
70.6
|
|
|
$
|
69.6
|
|
|
1.4
|
%
|
|
$
|
292.2
|
|
|
$
|
285.7
|
|
|
2.3
|
%
|
Occupied sites (7) |
40,536
|
|
|
40,258
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Core manufactured home site figures and occupancy averages:
|
|
|
|
|
|
|
|
Total sites
|
44,101
|
|
|
44,104
|
|
|
|
|
44,102
|
|
|
44,104
|
|
|
|
Occupied sites
|
40,462
|
|
|
40,215
|
|
|
|
|
40,333
|
|
|
40,094
|
|
|
|
Occupancy %
|
91.7
|
%
|
|
91.2
|
%
|
|
|
|
91.5
|
%
|
|
90.9
|
%
|
|
|
Monthly base rent per site
|
$
|
570
|
|
|
$
|
557
|
|
|
|
|
$
|
567
|
|
|
$
|
554
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Resort base rental income:
|
|
|
|
|
|
|
|
|
|
|
|
Annual
|
$
|
22.3
|
|
|
$
|
21.3
|
|
|
4.7
|
%
|
|
$
|
86.7
|
|
|
$
|
83.3
|
|
|
4.1
|
%
|
Seasonal
|
4.1
|
|
|
4.0
|
|
|
1.6
|
%
|
|
21.0
|
|
|
20.7
|
|
|
1.5
|
%
|
Transient
|
3.2
|
|
|
3.3
|
|
|
(0.6
|
)%
|
|
26.0
|
|
|
26.4
|
|
|
(1.6
|
)%
|
Total resort base rental income
|
$
|
29.6
|
|
|
$
|
28.6
|
|
|
3.7
|
%
|
|
$
|
133.7
|
|
|
$
|
130.4
|
|
|
2.5
|
%
|
____________________________
1. 2012 Core properties include properties we owned and operated during
all of 2011 and 2012. Excludes property management expenses and the GAAP
deferral of right-to-use contract upfront payments and related
commissions, net.
2. Calculations prepared using unrounded numbers.
3. See core manufactured home site figures and occupancy averages table
above.
4. See resort base rental income table included below within this table.
5. During the year ended December 31, 2012, the Company recognized
approximately $2.1 million of cable service prepayments due to the
bankruptcy of a third-party cable service provider at certain of the
properties.
6. Growth rate excluding cable service prepayments, right-to-use
contract sales and sales and marketing expenses is 2.3%, 1.3%, and 3.0%
for property operating revenues, property operating expenses, and income
from property operations, respectively, for the year ended December 31,
2012.
7. Occupied sites have increased by 278 from 40,258 at December 31, 2011.
2011 Acquisitions - Income from Property Operations (1) |
(In $US millions, except occupancy figures, unaudited)
|
|
Three Months Ended
|
|
Year Ended
|
|
|
December 31,
|
|
December 31,
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
Community base rental income
|
|
$
|
35.2
|
|
|
$
|
31.9
|
|
|
$
|
139.8
|
|
|
$
|
52.2
|
|
Rental home income
|
|
1.8
|
|
|
1.0
|
|
|
5.9
|
|
|
1.6
|
|
Resort base rental income
|
|
0.1
|
|
|
—
|
|
|
0.5
|
|
|
0.1
|
|
Utility income and other property income
|
|
3.2
|
|
|
2.6
|
|
|
12.8
|
|
|
4.3
|
|
Property operating revenues
|
|
40.3
|
|
|
35.5
|
|
|
159.0
|
|
|
58.2
|
|
|
|
|
|
|
|
|
|
|
Property operating, maintenance, and real estate taxes
|
12.6
|
|
|
11.5
|
|
|
53.1
|
|
|
19.0
|
|
Rental home operating and maintenance
|
|
0.7
|
|
|
0.4
|
|
|
2.7
|
|
|
1.0
|
|
Property operating expenses
|
|
13.3
|
|
|
11.9
|
|
|
55.8
|
|
|
20.0
|
|
Income from property operations
|
|
$
|
27.0
|
|
|
$
|
23.6
|
|
|
$
|
103.2
|
|
|
$
|
38.2
|
|
Occupied sites
|
|
25,945
|
|
|
25,751
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Acquisition
|
|
Michigan
|
|
Total less
|
|
|
|
|
Portfolio
|
|
only
|
|
Michigan
|
Average Occupancy for the Three Months Ended December 31, 2012
|
|
|
|
|
Total sites
|
|
|
|
30,015
|
|
|
5,874
|
|
|
24,141
|
|
Occupied sites
|
|
|
|
25,906
|
|
|
4,074
|
|
|
21,832
|
|
Occupancy %
|
|
|
|
86.3
|
%
|
|
69.4
|
%
|
|
90.4
|
%
|
Monthly base rent per occupied site
|
|
|
|
$
|
453
|
|
|
$
|
456
|
|
|
$
|
452
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average Occupancy for the Year Ended December 31, 2012
(2) |
|
|
|
|
Total sites
|
|
|
|
30,005
|
|
|
5,874
|
|
|
24,131
|
|
Occupied sites
|
|
|
|
25,847
|
|
|
4,044
|
|
|
21,803
|
|
Occupancy %
|
|
|
|
86.1
|
%
|
|
68.8
|
%
|
|
90.4
|
%
|
Monthly base rent per occupied site
|
|
|
|
$
|
451
|
|
|
$
|
455
|
|
|
$
|
450
|
|
______________________
1. Represents actual performance of 75 Acquisition Properties acquired
by the Company during the last six months of 2011. Excludes property
management expenses.
2. Occupancy as of December 31, 2012 was 25,945, an increase of 194
sites from 25,751 at December 31, 2011.
Income from Rental Home Operations (1) |
(In $US millions, except occupied rentals, unaudited)
|
Three Months Ended
|
|
Year Ended
|
|
December 31,
|
|
December 31,
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
Manufactured homes:
|
|
|
|
|
|
|
|
New home
|
$
|
5.2
|
|
|
$
|
3.6
|
|
|
$
|
18.4
|
|
|
$
|
12.4
|
|
Used home
|
8.8
|
|
|
7.0
|
|
|
31.8
|
|
|
19.5
|
|
Rental operations revenues (1) |
14.0
|
|
|
10.6
|
|
|
50.2
|
|
|
31.9
|
|
Rental operations expense
|
(2.2
|
)
|
|
(1.8
|
)
|
|
(7.4
|
)
|
|
(4.9
|
)
|
Income from rental operations, before depreciation
|
11.8
|
|
|
8.8
|
|
|
42.8
|
|
|
27.0
|
|
Depreciation on rental homes
|
(1.7
|
)
|
|
(1.2
|
)
|
|
(6.1
|
)
|
|
(4.3
|
)
|
Income from rental operations, after depreciation
|
$
|
10.1
|
|
|
$
|
7.6
|
|
|
$
|
36.7
|
|
|
$
|
22.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Occupied rentals:
|
|
|
|
|
|
|
|
New
|
|
|
|
|
|
|
|
Core
|
1,725
|
|
|
1,336
|
|
|
|
|
|
Acquisitions
|
165
|
|
|
16
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Used
|
|
|
|
|
|
|
|
Core
|
2,140
|
|
|
1,937
|
|
|
|
|
|
Acquisitions
|
1,794
|
|
|
1,134
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of
|
|
December 31, 2012
|
|
December 31, 2011
|
Cost basis in rental homes (2):
|
Gross
|
|
Net of Depreciation
|
|
Gross
|
|
Net of Depreciation
|
New
|
|
|
|
|
|
|
|
Core
|
$
|
101.3
|
|
|
$
|
91.8
|
|
|
$
|
82.9
|
|
|
$
|
76.4
|
|
Acquisitions
|
6.9
|
|
|
6.7
|
|
|
1.7
|
|
|
1.7
|
|
|
|
|
|
|
|
|
|
Used
|
|
|
|
|
|
|
|
Core
|
36.6
|
|
|
31.2
|
|
|
29.9
|
|
|
26.2
|
|
Acquisitions
|
39.1
|
|
|
37.4
|
|
|
28.9
|
|
|
28.5
|
|
Total rental homes
|
$
|
183.9
|
|
|
$
|
167.1
|
|
|
$
|
143.4
|
|
|
$
|
132.8
|
|
____________________________
1. For the three months ended December 31, 2012 and 2011, approximately
$10.0 million and $7.9 million, respectively, are included in Community
base rental income in the Consolidated Income from Property Operations
table on page 8. For the years ended December 31, 2012 and 2011,
approximately $36.2 million and $23.9 million, respectively, are
included in Community base rental income in the Consolidated Income from
Property Operations table on page 8. The remainder of the rental
operations revenue is included in the caption “Rental home income” in
the Consolidated Income from Property Operations table on page 8.
2. Includes both occupied and unoccupied rental homes.
Total Sites and Home Sales
|
(Dollar amounts in $US thousands, unaudited)
Summary of Total Sites as of December 31, 2012
|
|
|
|
|
|
|
|
|
|
Sites
|
|
|
|
|
Community sites
|
|
|
74,100
|
|
|
|
|
|
Resort sites:
|
|
|
|
|
|
|
|
Annuals
|
|
|
22,800
|
|
|
|
|
|
Seasonal
|
|
|
9,000
|
|
|
|
|
|
Transient
|
|
|
9,600
|
|
|
|
|
|
Membership (1) |
|
|
24,100
|
|
|
|
|
|
Joint Ventures (2) |
|
|
3,100
|
|
|
|
|
|
Total
|
|
|
142,700
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Home Sales - Select Data
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Year Ended
|
|
December 31,
|
|
December 31,
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
New Home Sales Volume (3) |
15
|
|
|
11
|
|
|
34
|
|
|
51
|
New Home Sales Gross Revenues
|
$
|
660
|
|
|
$
|
612
|
|
|
$
|
1,698
|
|
|
$
|
2,278
|
|
|
|
|
|
|
|
|
Used Home Sales Volume (4) |
349
|
|
|
290
|
|
|
1,412
|
|
|
893
|
Used Home Sales Gross Revenues
|
$
|
2,025
|
|
|
$
|
1,195
|
|
|
$
|
6,868
|
|
|
$
|
3,810
|
|
|
|
|
|
|
|
|
Brokered Home Resales Volume
|
200
|
|
|
162
|
|
|
914
|
|
|
711
|
Brokered Home Resale Revenues, net
|
$
|
252
|
|
|
$
|
198
|
|
|
$
|
1,174
|
|
|
$
|
806
|
__________________________
1. Sites primarily utilized by approximately 97,000 members. Includes
approximately 4,300 sites rented on an annual basis.
2. Joint venture income is included in Equity in income from
unconsolidated joint ventures.
3. The year ended December 31, 2011, includes three third-party dealer
sales.
4. The year ended December 31, 2011, includes one third-party dealer
sale.
2013 Guidance - Selected Financial Data (1) |
The Company's guidance acknowledges the existence of volatile economic
conditions, which may impact our current guidance assumptions. Factors
impacting 2013 guidance include, but are not limited to the following:
(i) the mix of site usage within the portfolio; (ii) yield management on
our short-term resort sites; (iii) scheduled or implemented rate
increases on community and resort sites; (iv) scheduled or implemented
rate increases of annual payments under right-to-use contracts; (v)
occupancy changes; (vi) our ability to retain and attract customers
renewing or entering right-to-use contracts; (vii) performance of the
chattel loans purchased by us in connection with the Acquisition; and
(viii) our ability to integrate and operate the Acquisition Properties
in accordance with our estimates.
(In $US millions, except per share data, unaudited)
|
Year Ended
|
|
December 31, 2013
|
Income from property operations - 2013 Core (2) |
$
|
406.3
|
|
Income from property operations - 2012 Acquisition (3) |
2.0
|
|
Property management and general and administrative
|
(65.8
|
)
|
Other income and expenses (4) |
16.8
|
|
Financing costs and other
|
(129.7
|
)
|
Funds from operations (FFO) (5) |
229.6
|
|
Depreciation on real estate and other
|
(101.2
|
)
|
Depreciation on rental homes
|
(6.5
|
)
|
Deferral of right-to-use contract sales revenue and commission, net
|
(3.8
|
)
|
Income allocated to OP units
|
(9.7
|
)
|
Net income available to common shares
|
$
|
108.4
|
|
|
|
Net income per common share - fully diluted (6) |
$2.49 - 2.69
|
FFO per share - fully diluted
|
$4.94 - $5.14
|
|
|
Weighted average shares outstanding - fully diluted
|
45.6
|
|
_____________________________________
1. Each line item represents the mid-point of a range of possible
outcomes and reflects management’s estimate of the most likely outcome.
Actual FFO, FFO per share, Net Income and Net Income per share could
vary materially from amounts presented above if any of our assumptions
are incorrect.
2. See page 15 for 2013 Core Guidance Assumptions. Amount represents
Core income from property operations from the 2013 Core Properties in
2012 of $395.4 million multiplied by an estimated growth rate of 2.7%.
3. See page 16 for 2012 Acquisition Assumptions in 2013.
4. See page 17 for 2011 Acquired Chattel Loan Assumptions.
5. See page 21 for definition of FFO.
6. Net income per fully diluted common share is calculated before Income
allocated to OP Units.
First Quarter 2013 Guidance - Selected Financial Data (1) |
The Company's guidance acknowledges the existence of volatile economic
conditions, which may impact our current guidance assumptions. Factors
impacting 2013 guidance include, but are not limited to the following:
(i) the mix of site usage within the portfolio; (ii) yield management on
our short-term resort sites; (iii) scheduled or implemented rate
increases on community and resort sites; (iv) scheduled or implemented
rate increases of annual payments under right-to-use contracts; (v)
occupancy changes; (vi) our ability to retain and attract customers
renewing or entering right-to-use contracts; (vii) performance of the
chattel loans purchased by us in connection with the Acquisition; and
(viii) our ability to integrate and operate the Acquisition Properties
in accordance with our estimates.
(In $US millions, except per share data, unaudited)
|
Three Months Ended
|
|
March 31, 2013
|
Income from property operations - 2013 Core (2) |
$
|
106.8
|
|
Income from property operations - 2012 Acquisition (3) |
0.9
|
|
Property management and general and administrative
|
(16.7
|
)
|
Other income and expenses
|
5.1
|
|
Financing costs and other
|
(32.6
|
)
|
Funds from operations (FFO) (4) |
63.5
|
|
Depreciation on real estate and other
|
(25.3
|
)
|
Depreciation on rental homes
|
(1.6
|
)
|
Deferral of right-to-use contract sales revenue and commission, net
|
(0.7
|
)
|
Income allocated to OP units
|
(3.0
|
)
|
Net income available to common shares
|
$
|
32.9
|
|
|
|
Net income per common share - fully diluted (5) |
$0.74 - $0.84
|
FFO per share - fully diluted
|
$1.35 - $1.45
|
|
|
Weighted average shares outstanding - fully diluted
|
45.5
|
|
_______________________________________
1. Each line item represents the mid-point of a range of possible
outcomes and reflects management’s best estimate of the most likely
outcome. Actual FFO, FFO per share, Net Income and Net Income per share
could vary materially from amounts presented above if any of our
assumptions are incorrect.
2. See page 15 for Core Guidance Assumptions. Amount represents Core
Income from property operations for the 2013 Core Properties in 2012 for
the three months ended March 31, 2012 of $103.8 million multiplied by an
estimated growth rate of 2.9%.
3. See page 16 for 2012 Acquisition Assumptions in 2013.
4. See page 21 for definition of FFO.
5. Net income per fully diluted common share is calculated before Income
allocated to OP Units.
2013 Core (1) |
Guidance Assumptions - Income from Property Operations
|
(In $US millions, unaudited)
|
Year Ended
|
|
2013
|
|
Three Months Ended
|
|
First Quarter 2013
|
|
December 31, 2012
|
|
Growth Factors (2) |
|
March 31, 2012
|
|
Growth Factors (2) |
Community base rental income
|
$
|
414.2
|
|
|
2.6
|
%
|
|
$
|
102.9
|
|
|
2.6
|
%
|
Rental home income
|
14.1
|
|
|
27.3
|
%
|
|
3.0
|
|
|
33.9
|
%
|
Resort base rental income (3) |
134.3
|
|
|
1.8
|
%
|
|
37.6
|
|
|
1.4
|
%
|
Right-to-use annual payments
|
47.7
|
|
|
(0.9
|
)%
|
|
11.8
|
|
|
(1.6
|
)%
|
Right-to-use contracts current period, gross
|
13.4
|
|
|
3.5
|
%
|
|
2.2
|
|
|
25.4
|
%
|
Utility and other income
|
64.3
|
|
|
(0.5
|
)%
|
|
16.5
|
|
|
2.1
|
%
|
Property operating revenues (4) |
688.0
|
|
|
2.5
|
%
|
|
174.0
|
|
|
2.9
|
%
|
|
|
|
|
|
|
|
|
Property operating, maintenance, and real estate taxes
|
(274.4
|
)
|
|
1.7
|
%
|
|
(67.0
|
)
|
|
1.3
|
%
|
Rental home operating and maintenance
|
(7.4
|
)
|
|
14.2
|
%
|
|
(1.6
|
)
|
|
22.4
|
%
|
Sales and marketing, gross
|
(10.8
|
)
|
|
2.7
|
%
|
|
(1.6
|
)
|
|
43.0
|
%
|
Property operating expenses (4) |
(292.6
|
)
|
|
2.1
|
%
|
|
(70.2
|
)
|
|
2.8
|
%
|
Income from property operations (4) |
$
|
395.4
|
|
|
2.7
|
%
|
|
$
|
103.8
|
|
|
2.9
|
%
|
|
|
|
|
|
|
|
|
Resort base rental income:
|
|
|
|
|
|
|
|
Annual
|
$
|
87.2
|
|
|
2.9
|
%
|
|
$
|
21.3
|
|
|
2.4
|
%
|
Seasonal
|
21.1
|
|
|
0.1
|
%
|
|
11.6
|
|
|
—
|
|
Transient
|
26.0
|
|
|
(0.1
|
)%
|
|
4.7
|
|
|
—
|
|
Total resort base rental income
|
$
|
134.3
|
|
|
1.8
|
%
|
|
$
|
37.6
|
|
|
1.4
|
%
|
_______________________________
1. 2013 Core properties include properties we expect to own and operate
during all of 2012 and 2013. Excludes property management expenses and
the GAAP deferral of right to use contract upfront payments and related
commissions, net.
2. Management’s estimate of the growth of property operations in the
2013 Core Properties compared to actual 2012 performance. Represents our
estimate of the mid-point of a range of possible outcomes. Calculations
prepared using unrounded numbers.
3. See resort base rental income table included below within this table.
4. Growth rate excluding right-to-use contracts-current period gross
sales is 2.4%, 2.1%, and 2.7% for property operating revenues, property
operating expenses, and income from property operations, respectively
for the year ended December 31, 2012.
2012 Acquisition Assumptions in 2013 (1) |
(In $US millions, unaudited)
|
Year Ended
|
|
Three Months Ended
|
|
December 31, 2013
|
|
March 31, 2013
|
Resort base rental income
|
$
|
5.2
|
|
|
$
|
1.8
|
|
Utility income and other property income
|
0.6
|
|
|
0.3
|
|
Property operating revenues
|
5.8
|
|
|
2.1
|
|
|
|
|
|
Property operating, maintenance, and real estate taxes
|
(3.8
|
)
|
|
(1.2
|
)
|
Property operating expenses
|
(3.8
|
)
|
|
(1.2
|
)
|
Income from property operations
|
$
|
2.0
|
|
|
$
|
0.9
|
|
___________________________________
1. Each line item represents our estimate of the mid-point of a possible
range of outcomes and reflects management's best estimate of the most
likely outcome for the Acquisition Properties. Actual income from
property operations for the Acquisition Properties could vary materially
from amounts presented above if any of our assumptions are incorrect.
2011 Acquired Chattel Loan Assumptions
|
Other Income and Expense guidance includes estimated interest income of
approximately $4.6 million for the year ended December 31, 2013 from
Notes Receivable acquired from the seller and secured by manufactured
homes in connection with the purchase of 75 Acquisition Properties
during 2011. As of December 31, 2012, the company's carrying value of
the Notes Receivable was approximately $25.7 million. The Company's
initial carrying value was based on a third party valuation utilizing
2011 market transactions and is adjusted based on actual performance in
the loan pool. Factors used in determining the initial carrying value
included delinquency status, market interest rates and recovery
assumptions. The following tables provide a summary of the Notes
Receivable and certain assumptions about future performance, including
interest income guidance for 2013. An increase in the estimate of
expected cash flows would generally result in additional interest income
to be recognized over the remaining life of the underlying pool of
loans. A decrease in the estimate of expected cash flows could result in
an impairment loss to the carrying value of the loans. There can be no
assurance that the Notes Receivable will perform in accordance with
these assumptions.
(Guidance; in $US millions, unaudited)
|
|
|
|
|
|
|
2013
|
Contractual cash flows to maturity beginning January 1,
|
|
|
$
|
133.7
|
|
Expected cash flows to maturity beginning January 1,
|
|
|
52.5
|
|
Expected interest income to maturity beginning January 1,
|
|
|
26.8
|
|
|
|
|
|
|
Actual through
|
|
2013 Guidance
|
|
December 31, 2012
|
|
Assumptions
|
Default rate
|
23
|
%
|
|
24
|
%
|
Recoveries as percentage of defaults
|
26
|
%
|
|
25
|
%
|
Yield
|
19
|
%
|
|
21
|
%
|
|
|
|
|
Average carrying amount of loans
|
$
|
30.1
|
|
|
$
|
21.6
|
|
Contractual principal pay downs
|
4.6
|
|
|
3.0
|
|
Contractual interest income
|
6.2
|
|
|
5.6
|
|
Expected cash flows applied to principal
|
5.0
|
|
|
2.6
|
|
Expected cash flows applied to interest income
|
5.8
|
|
|
4.6
|
|
(In $US thousands)
|
December 31, 2012
|
|
December 31,
|
Selected Balance Sheet Data
|
(unaudited)
|
|
2011
|
Net investment in real estate
|
$
|
3,207,859
|
|
|
$
|
3,265,447
|
Cash
|
37,140
|
|
|
70,460
|
Total assets
|
3,398,226
|
|
|
3,497,321
|
Mortgage notes payable
|
2,069,866
|
|
|
2,084,683
|
Term loan
|
200,000
|
|
|
200,000
|
Unsecured lines of credit (1) |
—
|
|
|
—
|
Total liabilities
|
2,473,924
|
|
|
2,498,041
|
8.034% Series A Cumulative Redeemable Perpetual Preferred Stock (2) |
—
|
|
|
200,000
|
6.75% Series C Cumulative Redeemable Perpetual Preferred Stock
|
136,144
|
|
|
—
|
Total common equity
|
788,159
|
|
|
799,280
|
______________________________
1. As of December 31, 2012, the Company had an unsecured line of credit
with a borrowing capacity of $380.0 million which accrued interest at a
rate of LIBOR plus 1.40% to 2.00% per annum and contained a 0.25% to
0.40% facility fee. The unsecured line of credit matures on September
15, 2016 and has a one-year extension option.
2. On October 18, 2012, the Company redeemed all of the 2,554,235
remaining shares of the Series A Preferred Stock including accrued and
unpaid dividends for approximately $64.1 million.
Right-To-Use Membership - Select Data
|
(In $US thousands, except member count, number of Zone Park
Passes, number of annuals and number of upgrades, unaudited)
|
Year Ended December 31,
|
|
2009
|
|
2010
|
|
2011
|
|
2012
|
|
2013 (1) |
Member Count (2) |
105,850
|
|
|
102,726
|
|
|
99,567
|
|
|
96,687
|
|
|
95,000
|
Right-to-use annual payments (3) |
$
|
50,765
|
|
|
$
|
49,831
|
|
|
$
|
49,122
|
|
|
$
|
47,662
|
|
|
$
|
47,200
|
Number of Zone Park Passes (ZPP's) (4) |
—
|
|
|
4,487
|
|
|
7,404
|
|
|
10,198
|
|
|
12,000
|
Number of annuals (5) |
2,484
|
|
|
3,062
|
|
|
3,555
|
|
|
4,280
|
|
|
4,600
|
Resort base rental income from annuals
|
$
|
5,950
|
|
|
$
|
6,712
|
|
|
$
|
8,069
|
|
|
$
|
9,585
|
|
|
$
|
10,500
|
Number of upgrades (6) |
3,379
|
|
|
3,659
|
|
|
3,930
|
|
|
3,069
|
|
|
3,100
|
Upgrade contract initiations (7) |
$
|
15,372
|
|
|
$
|
17,430
|
|
|
$
|
17,663
|
|
|
$
|
13,431
|
|
|
$
|
13,800
|
Resort base rental income from seasonals/transients
|
$
|
10,121
|
|
|
$
|
10,967
|
|
|
$
|
10,852
|
|
|
$
|
11,042
|
|
|
$
|
11,300
|
Utility and other income
|
$
|
1,883
|
|
|
$
|
2,059
|
|
|
$
|
2,444
|
|
|
$
|
2,407
|
|
|
$
|
2,300
|
________________________________
1. Guidance estimate.
2. Members have entered into right-to-use contracts with the Company
which entitle them to use certain properties on a continuous basis for
up to 21 days.
3. The year ended December 31, 2012 and 2013, includes $0.1 million and
$1.1 million, respectively, of right-to-use annual payments related to
memberships activated through the Company's dealer program.
4. Zone Park Passes (ZPP’s) allow access to up to four zones of the
United States and require annual payments.
5. Members that renew their right-to-use contracts annually and pay an
annual rate for the right to use a specific site.
6. Existing customers that have upgraded agreements are eligible for
longer stays, can make earlier reservations, may receive discounts on
rental units, and may have access to additional Properties. Upgrades
require a non-refundable upfront payment.
7. Sales revenues associated with contract upgrades, included in the
line item Right-to-use contracts current period, gross, on the Company’s
Income Statement on page 6.
Debt Maturity Schedule (1) |
(In $US millions, unaudited)
Year
|
|
Amount
|
2013
|
|
$
|
74
|
2014
|
|
133
|
2015
|
|
592
|
2016
|
|
229
|
2017
|
|
91
|
2018
|
|
205
|
2019
|
|
215
|
2020
|
|
138
|
2021+
|
|
368
|
|
|
$
|
2,045
|
____________________________
1. Represents the Company’s mortgage notes payable excluding $24.6
million net note premiums, and the Company’s $200 million term loan as
of December 31, 2012. For the three months ended December 31, 2012,
including the Company's $200 million term loan, the weighted average
interest rate of the outstanding debt presented above, including
amortization, is approximately 5.3% and the weighted average maturity is
5.0 years.
Non-GAAP Financial Measures
|
Funds from Operations (“FFO”) - 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”), is
generally 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.
The Company defines FFO as net income, computed in accordance with GAAP,
excluding gains or actual or estimated 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 receives
up-front non-refundable payments from the entry of right-to-use
contracts. In accordance with GAAP, the upfront non-refundable payments
and related commissions are deferred and amortized over the estimated
customer life. Although the NAREIT definition of FFO does not address
the treatment of nonrefundable right-to-use payments, the Company
believes that it is appropriate to adjust for the impact of the deferral
activity in its calculation of FFO. 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 actual or estimated 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. The Company believes that the adjustment
to FFO for the net revenue deferral of upfront non-refundable payments
and expense deferral of right-to-use contract commissions also
facilitates the comparison to other equity REITs. 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. The Company
computes FFO in accordance with its interpretation of 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 the Company does. 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 the Company’s financial performance, or
to cash flow from operating activities, determined in accordance with
GAAP, as a measure of its liquidity, nor is it indicative of funds
available to fund the Company’s cash needs, including its ability to
make cash distributions.
![](http://cts.businesswire.com/ct/CT?id=bwnews&sty=20130128006329r1&sid=ntxv4&distro=nx)