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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))
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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
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."
