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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 18, 2016


EQUITY LIFESTYLE PROPERTIES, INC.
(Exact name of registrant as specified in its charter)


Maryland
 
1-11718
 
36-3857664
(State or other jurisdiction of
incorporation or organization)
 
(Commission File No.)
 
(IRS Employer Identification Number)
Two North Riverside Plaza, Chicago, Illinois
 
60606
(Address of principal executive offices)
 
(Zip Code)

(312) 279-1400
(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 






Item 2.02    Results of Operations and Financial Condition

On July 18, 2016, Equity LifeStyle Properties, Inc. (referred to herein as “we,” “us,” and “our”) issued a news release announcing our results of operations for the quarter and six months ended June 30, 2016.

The news release also contains detailed guidance assumptions on our projections for 2016. We project our Net income per Common Share (fully diluted) for the three months ended September 30, 2016 and year ending December 31, 2016, to be between $0.46 and $0.52 and $1.91 and $2.01, respectively.

We also project our Funds from Operations (“FFO”) per Common Share (fully diluted) and Normalized Funds from Operations (“Normalized FFO”) per Common Share (fully diluted) for the three months ended September 30, 2016 to be between $0.79 and $0.85. We project our FFO per Common Share (fully diluted) and Normalized FFO per Common Share (fully diluted) for the year ending December 31, 2016 to be between $3.22 and $3.32 and $3.23 and $3.33, respectively.

The projected 2016 per Common Share amounts represent a range of possible outcomes and the mid-point of each range reflects management’s best estimate of the most likely outcome. Actual figures could vary materially from these amounts if any of our assumptions are incorrect. The news release is furnished as Exhibit 99.1 to this report on Form 8-K. The news release was also posted on our website, www.equitylifestyle.com, on July 18, 2016.

Item 8.01    Other Events

On July 18, 2016, we announced we had entered into rate lock agreements to obtain approximately $88.0 million in new mortgage loans from institutional lenders, subject to customary approvals and conditions. The loans will be secured by mortgages on four manufactured home communities and two RV resorts and, in total, are expected to bear a weighted average interest rate of approximately 4.01 percent per annum, and to have a weighted average maturity of approximately 23 years. We expect to use the proceeds from the secured financing to retire various loans that mature in late 2016 and early 2017. The financing is expected to close in the third and fourth quarters of 2016.

The loans are subject to customary approvals and conditions, therefore there can be no assurance that the loans will be
made in the amounts anticipated, on the terms stated, or at all

The information contained in Items 2.02 and 9.01 of 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, Inc. under the Securities Act of 1933, as amended.

This report 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 our expectations, goals or intentions regarding the future, and the expected effect of our acquisitions. These forward-looking statements are subject to numerous assumptions, risks and uncertainties, including, but not limited to:
our ability to control costs, real estate market conditions, the actual rate of decline in customers, the actual use of sites by customers and our success in acquiring new customers at our properties (including those that we may acquire);
our ability to maintain historical or increase future rental rates and occupancy with respect to properties currently owned or that we may acquire;
our ability to retain and attract customers renewing, upgrading and entering right-to-use contracts;
our assumptions about rental and home sales markets;
our assumptions and guidance concerning 2016 estimated net income, FFO and Normalized FFO;
our 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 recent acquisitions and our estimates regarding the future performance of recent acquisitions;
the completion of future transactions in their entirety, if any, and timing and effective integration with respect thereto;
unanticipated costs or unforeseen liabilities associated with 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;
the outcome of pending or future lawsuits filed against us, including those disclosed in our filings with the Securities and Exchange Commission, by tenant groups seeking to limit rent increases and/or seeking large damage awards for our alleged failure to properly maintain certain properties or other tenant related matters, such as the case currently pending in the California Court of Appeal, Sixth Appellate District, Case No. H041913, involving our California Hawaiian manufactured home property, including any further proceedings on appeal or in the trial court; and
other risks indicated from time to time in our 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. We are under no obligation to, and expressly disclaim any obligation to, update or alter our forward-looking statements whether as a result of such changes, new information, subsequent events or otherwise.
We are a fully integrated owner and operator of lifestyle-oriented properties and own or have an interest in 390 quality properties in 32 states and British Columbia consisting of 145,804 sites. We are a self-administered, self-managed, real estate investment trust (REIT) with headquarters in Chicago.

Item 9.01    Financial Statements and Exhibits

(d) 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.

99.1
Equity LifeStyle Properties, Inc. press release dated July 18, 2016, “ELS Reports Second 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/ Paul Seavey             /s
Paul Seavey
Executive Vice President, Chief Financial Officer and Treasurer

Date: July 19, 2016



Document

N E W S R E L E A S E


CONTACT: Paul Seavey                             FOR IMMEDIATE RELEASE
(800) 247-5279                          July 18, 2016


                                                        
ELS REPORTS SECOND QUARTER RESULTS
Continued Strong Performance

CHICAGO, IL – July 18, 2016 Equity LifeStyle Properties, Inc. (NYSE: ELS) (referred to herein as “we,” “us,” and “our”) today announced results for the quarter and six months ended June 30, 2016. All per share results are reported on a fully diluted basis unless otherwise noted.
Financial Results for the Quarter and Six Months Ended June 30, 2016
For the quarter ended June 30, 2016, total revenues increased $8.6 million, or 4.3 percent, to $210.1 million compared to $201.5 million for the same period in 2015. Net income available for Common Stockholders increased $3.7 million, or $0.04 per Common Share, to $35.5 million, or $0.42 per Common Share, compared to $31.8 million, or $0.38 per Common Share, for the same period in 2015.
For the six months ended June 30, 2016, total revenues increased $20.3 million, or 5.0 percent, to $430.2 million compared to $409.9 million for the same period in 2015. Net income available for Common Stockholders for the six months ended June 30, 2016 increased $27.1 million, or $0.31 per Common Share, to $86.1 million, or $1.01 per Common Share, compared to $59.0 million, or $0.70 per Common Share, for the same period in 2015.
Non-GAAP Financial Measures and Portfolio Performance
For the quarter ended June 30, 2016, Funds from Operations (“FFO”) available for Common Stock and OP Unit holders increased $4.4 million, or $0.05 per Common Share, to $68.9 million or $0.75 per Common Share, compared to $64.5 million, or $0.70 per Common Share, for the same period in 2015. Normalized Funds from Operations (“Normalized FFO”) available for Common Stock and OP Unit holders increased $4.8 million, or $0.05 per Common Share, to $69.3 million, or $0.75 per Common Share, compared to $64.5 million, or $0.70 per Common Share, for the same period in 2015.
For the quarter ended June 30, 2016, property operating revenues, excluding deferrals, increased $8.9 million to $197.4 million compared to $188.5 million for the same period in 2015. For the six months ended June 30, 2016,
property operating revenues, excluding deferrals, increased $19.1 million to $404.9 million compared to $385.8 million for the same period in 2015. For the quarter ended June 30, 2016, income from property operations, excluding deferrals and property management, increased $6.9 million to $113.4 million compared to $106.5 million for the same period in 2015. For the six months ended June 30, 2016, income from property operations, excluding deferrals and property management, increased $14.8 million to $240.7 million compared to $225.9 million for the same period in 2015.
For the quarter ended June 30, 2016, Core property operating revenues, excluding deferrals, increased approximately 4.2 percent and Core income from property operations, excluding deferrals and property management, increased approximately 6.1 percent compared to the same period in 2015. For the six months ended June 30, 2016, Core property operating revenues, excluding deferrals, increased approximately 4.3 percent and Core income from property operations, excluding deferrals and property management, increased approximately 6.0 percent compared to the same period in 2015.



 
i 
 



Investment Activity
On June 15, 2016, we completed the acquisition of Forest Lake Estates, a 1,168-site property located in Zephryhills, Florida, consisting of 894 age qualified manufactured home sites and 274 RV sites. The purchase price of approximately $75.2 million was funded with proceeds from the at-the-market ("ATM") program, discussed in more detail below, and the assumption of mortgage debt of approximately $22.6 million.
On May 26, 2016, we completed the acquisition of Portland Fairview, a 407-site RV resort located in Fairview, Oregon. The purchase price of approximately $17.6 million was funded with available cash.
Balance Sheet Activity
During the quarter we sold 683,548 shares of common stock as part of our ATM equity offering program at a weighted average price per share of $73.15, resulting in cash proceeds of approximately $50.0 million before expenses of $0.7 million.
During the quarter we paid off a maturing mortgage loan of approximately $3.3 million with a stated interest rate of 5.69 percent per annum, which was secured by a manufactured home community.
In addition, we have executed rate lock agreements to obtain approximately $88.0 million in new mortgage loans from institutional lenders, subject to customary approvals and conditions. The loans will be secured by mortgages on four manufactured home communities and two RV resorts and, in total, are expected to bear a weighted average interest rate of approximately 4.01 percent per annum, and to have a weighted average maturity of approximately 23 years. We expect to use the proceeds from the secured financing to retire various loans that mature in late 2016 and early 2017. The financing is expected to close in the third and fourth quarters of 2016.     
About Equity LifeStyle Properties
We are a self-administered, self-managed real estate investment trust (“REIT”) with headquarters in Chicago.
As of July 18, 2016, we own or have an interest in 390 quality properties in 32 states and British Columbia consisting of 145,804 sites.
For additional information, please contact our Investor Relations Department at (800) 247-5279 or at investor_relations@equitylifestyle.com.
Conference Call
A live webcast of our conference call discussing these results will take place tomorrow, Tuesday, July 19, 2016, at 10:00 a.m. Central Time. Please visit the Investor Information section at www.equitylifestyle.com for the link. A replay of the webcast will be available for two weeks at this site.
Reporting Calendar
Quarterly financial results and related earnings conference calls for the next three quarters are expected to occur as follows:
 
 
Release Date
 
Earnings Call
Third Quarter 2016
 
Monday, October 17, 2016
 
Tuesday, October 18, 2016 10:00 a.m. CT
Fourth Quarter 2016
 
Monday, January 23, 2017
 
Tuesday, January 24, 2017 10:00 a.m. CT
First Quarter 2017
 
Monday, April 17, 2017
 
Tuesday, April 18, 2017 10:00 a.m. CT
Forward-Looking Statements
In addition to historical information, 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 our expectations, goals or intentions regarding the future, and the expected effect of our acquisitions. These forward-looking statements are subject to numerous assumptions, risks and uncertainties, including, but not limited to:
our ability to control costs, real estate market conditions, the actual rate of decline in customers, the actual use of sites by customers and our success in acquiring new customers at our properties (including those that we may acquire);

 
ii 
 



our ability to maintain historical or increase future rental rates and occupancy with respect to properties currently owned or that we may acquire;
our ability to retain and attract customers renewing, upgrading and entering right-to-use contracts;
our assumptions about rental and home sales markets;
our assumptions and guidance concerning 2016 estimated net income, FFO and Normalized FFO;
our ability to manage counterparty risk;
in the age-qualified properties, home sales results could be impacted by the ability of potential home buyers 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 recent acquisitions and our estimates regarding the future performance of recent acquisitions;
the completion of future transactions in their entirety, if any, and timing and effective integration with respect thereto;
unanticipated costs or unforeseen liabilities associated with 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;"
the outcome of pending or future lawsuits filed against us, including those disclosed in our filings with the Securities and Exchange Commission, by tenant groups seeking to limit rent increases and/or seeking large damage awards for our alleged failure to properly maintain certain Properties or other tenant related matters, such as the case currently pending in the California Court of Appeal, Sixth Appellate District, Case No. H041913, involving our California Hawaiian manufactured home property, including any further proceedings on appeal or in the trial court; and
other risks indicated from time to time in our 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. We are under no obligation to, and expressly disclaim any obligation to, update or alter our forward-looking statements whether as a result of such changes, new information, subsequent events or otherwise.


 
iii 
 



Investor Information



Equity Research Coverage (1)
Robert W. Baird & Company
BMO Capital Markets
Green Street Advisors
Drew T. Babin
Paul Adornato
David Bragg/ Ryan Burke
215-553-7816
212-885-4170
949-640-8780
dbabin@rwbaird.com
paul.adornato@bmo.com
dbragg@greenstreetadvisors.com
 
 
rburke@greenstreetadvisors.com
BB&T Capital Markets
Cantor Fitzgerald
 
David J. Toti
Gaurav Mehta
Wells Fargo Securities
212-419-4620
212-915-1221
Todd Stender
dtoti@bbandtcm.com
gmehta@cantor.com
562-637-1371
 
 
todd.stender@wellsfargo.com
Bank of America Merrill Lynch Global Research
Citi Research
 
Juan Sanabria
Michael Bilerman/ Nick Joseph
 
646-855-1589
212-816-1383
 
juan.sanabria@baml.com
michael.bilerman@citi.com
 
 
nicholas.joseph@citi.com
 
 
 
 



























______________________
1.
Any opinions, estimates or forecasts regarding our performance made by these analysts or agencies do not represent our opinions, forecasts or predictions. We do not by reference to these firms imply our endorsement of or concurrence with such information, conclusions or recommendations.

2Q 2016 Supplemental information
1 
Equity LifeStyle Properties, Inc.



Financial Highlights

(In millions, except Stock and OP Units outstanding and per share data, unaudited)
 
As of and for the Three Months Ended
 
June 30, 2016
March 31,
2016
December 31, 2015
September 30, 2015
June 30,
2015
Operating Information
 
 
 
 
 
Total revenues
$
210.1

$
220.1

$
201.6

$
210.1

$
201.5

Net income
$
40.8

$
57.2

$
39.8

$
42.1

$
36.8

Net income available for Common Stockholders
$
35.5

$
50.6

$
34.5

$
36.7

$
31.8

Adjusted EBITDA (1)
$
95.9

$
111.3

$
94.6

$
97.5

$
91.5

FFO available for Common Stock and OP Unit holders(1)(2)
$
68.9

$
84.6

$
67.1

$
70.3

$
64.5

Normalized FFO available for Common Stock and OP Unit holders(1)(2)
$
69.3

$
84.8

$
67.6

$
70.5

$
64.5

Funds available for distribution (FAD) available for Common Stock and OP Unit holders(1)(2)
$
58.4

$
77.4

$
57.0

$
62.5

$
53.6

 
 
 
 
 
 
Stock Outstanding (In thousands)
 and Per Share Data
 
 
 
 
 
Common Stock and OP Units, end of the period
92,499

91,802

91,461

91,505

91,498

Weighted average Common Stock and OP Unit outstanding - fully diluted
92,264

92,041

91,875

91,940

91,851

Net income per Common Share - fully diluted
$
0.42

$
0.60

$
0.41

$
0.43

$
0.38

FFO per Common Share - fully diluted
$
0.75

$
0.92

$
0.73

$
0.77

$
0.70

Normalized FFO per Common Share - fully diluted
$
0.75

$
0.92

$
0.74

$
0.77

$
0.70

Dividends per Common Share
$
0.425

$
0.425

$
0.375

$
0.375

$
0.375

 
 
 
 
 
 
Balance Sheet
 
 
 
 
 
Total assets (3)
$
3,486

$
3,415

$
3,400

$
3,423

$
3,427

Total liabilities (3)
$
2,420

$
2,400

$
2,408

$
2,434

$
2,445

 
 
 
 
 
 
Market Capitalization
 
 
 
 
 
Total debt
$
2,134

$
2,125

$
2,146

$
2,156

$
2,167

Total market capitalization (4)
$
9,675

$
8,938

$
8,380

$
7,651

$
7,114

 
 
 
 
 
 
Ratios
 
 
 
 
 
Total debt / total market capitalization
22.1
%
23.8
%
25.6
%
28.2
%
30.5
%
Total debt + preferred stock / total market capitalization
23.5
%
25.3
%
27.2
%
30.0
%
32.4
%
Total debt / Adjusted EBITDA (5)
5.3

5.4

5.5

5.6

5.7

Interest coverage (6)
4.0

4.0

3.8

3.7

3.6

Fixed charges + preferred distributions coverage (7)
3.5

3.5

3.4

3.3

3.2






______________________
1.
See page 18-20 for non-GAAP financial measure definitions of Adjusted EBITDA, FFO, Normalized FFO and FAD; and reconciliation of Adjusted EBITDA.
2.
See page 7 for a reconciliation of Net income available for Common Stockholders to non-GAAP financial measures FFO available for Common Stock and OP Unit holders, Normalized FFO available for Common Stock and OP Unit holders and FAD available for Common Stock and OP Unit holders.
3.
As of December 31, 2015, September 30, 2015 and June 30, 2015, deferred financing costs of approximately $19.7 million, $20.3 million and $20.6 million, respectively, were reclassified from deferred financing costs, net to mortgages notes payable and term loan due to the adoption of ASU 2015-03: Simplifying the Presentation of Debt Issuance Costs.
4.
See page 16 for market capitalization calculation as of June 30, 2016.
5.
Represents trailing twelve months Adjusted EBITDA. We believe trailing twelve months Adjusted EBITDA provides additional information for determining our ability to meet future debt service requirements.
6.
Interest coverage is calculated by dividing trailing twelve months Adjusted EBITDA by the interest expense incurred during the same period.
7.
See page 20 for a definition of fixed charges. This ratio is calculated by dividing trailing twelve months Adjusted EBITDA by the sum of fixed charges and preferred stock dividends during the same period.

2Q 2016 Supplemental information
2 
Equity LifeStyle Properties, Inc.



Balance Sheet

(In thousands, except share and per share data)

 
June 30,
2016
 
December 31,
2015
 
(unaudited)
 
Assets
 
 
 
Investment in real estate:
 
 
 
Land
$
1,142,651

 
$
1,101,676

Land improvements
2,867,006

 
2,787,882

Buildings and other depreciable property
608,204

 
588,041

 
4,617,861

 
4,477,599

Accumulated depreciation
(1,339,298
)
 
(1,282,423
)
Net investment in real estate
3,278,563

 
3,195,176

Cash
74,871

 
80,258

Notes receivable, net
33,837

 
35,463

Investment in unconsolidated joint ventures
23,223

 
17,741

Deferred commission expense
31,084

 
30,865

Escrow deposits, goodwill, and other assets, net (1)
43,997

 
40,897

Total Assets
$
3,485,575

 
$
3,400,400

Liabilities and Equity
 
 
 
Liabilities:
 
 
 
Mortgage notes payable (1)
$
1,915,834

 
$
1,926,880

Term loan (1)
199,276

 
199,172

Unsecured lines of credit

 

Accrued expenses and accounts payable
79,418

 
76,044

Deferred revenue – upfront payments from right-to-use contracts
79,505

 
78,405

Deferred revenue – right-to-use annual payments
13,017

 
9,878

Accrued interest payable
8,488

 
8,715

Rents and other customer payments received in advance and security deposits
84,821

 
74,300

Distributions payable
39,300

 
34,315

Total Liabilities
2,419,659

 
2,407,709

Equity:
 
 
 
Stockholders’ Equity:
 
 
 
Preferred stock, $0.01 par value, 9,945,539 shares authorized as of June 30, 2016 and December 31, 2015; none issued and outstanding.

 

6.75% Series C Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value, 54,461 shares authorized and 54,458 issued and outstanding as of June 30, 2016 and December 31, 2015 at liquidation value
136,144

 
136,144

Common stock, $0.01 par value, 200,000,000 shares authorized as of June 30, 2016 and December 31, 2015; 85,295,182 and 84,253,065 shares issued and outstanding as of June 30, 2016 and December 31, 2015, respectively
852

 
843

Paid-in capital
1,094,152

 
1,039,140

Distributions in excess of accumulated earnings
(236,623
)
 
(250,506
)
Accumulated other comprehensive loss
(1,197
)
 
(553
)
Total Stockholders’ Equity
993,328

 
925,068

Non-controlling interests – Common OP Units
72,588

 
67,623

Total Equity
1,065,916

 
992,691

Total Liabilities and Equity
$
3,485,575

 
$
3,400,400


_______________
1.
As of December 31, 2015, deferred financing costs of approximately $3.7 million, $18.9 million and $0.8 million were reclassified from Deferred financing costs, net to Escrow deposits, goodwill, and other assets, net, to Mortgages notes payable and to Term loan line items, respectively, due to the adoption of ASU 2015-03: Simplifying the Presentation of Debt Issuance Costs.

2Q 2016 Supplemental information
3 
Equity LifeStyle Properties, Inc.



Consolidated Income Statement

(In thousands, unaudited)

 
Quarters Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2016
 
2015
 
2016
 
2015
Revenues:
 
 
 
 
 
 
 
Community base rental income
$
115,385

 
$
110,073

 
$
229,461

 
$
219,343

Rental home income
3,543

 
3,559

 
7,088

 
7,113

Resort base rental income
44,732

 
41,427

 
100,166

 
93,072

Right-to-use annual payments
11,187

 
10,945

 
22,241

 
21,926

Right-to-use contracts current period, gross
3,086

 
3,578

 
5,618

 
6,375

Right-to-use contract upfront payments, deferred, net
(798
)
 
(1,455
)
 
(1,100
)
 
(2,228
)
Utility and other income
19,523

 
18,901

 
40,316

 
37,983

Gross revenues from home sales
9,130

 
9,526

 
17,344

 
16,463

Brokered resale revenue and ancillary services revenues, net
398

 
1,012

 
1,816

 
2,994

Interest income
1,625

 
1,736

 
3,285

 
3,556

Income from other investments, net
2,270

 
2,178

 
3,993

 
3,297

    Total revenues
210,081

 
201,480

 
430,228

 
409,894

 
 
 
 
 
 
 
 
Expenses:
 
 
 
 
 
 
 
Property operating and maintenance
66,647

 
64,178

 
129,601

 
125,295

Rental home operating and maintenance
1,581

 
1,689

 
3,106

 
3,358

Real estate taxes
12,869

 
12,652

 
26,067

 
25,246

Sales and marketing, gross
2,931

 
3,512

 
5,424

 
6,034

Right-to-use contract commissions, deferred, net
(116
)
 
(764
)
 
(12
)
 
(1,007
)
Property management
12,044

 
11,099

 
23,807

 
22,389

Depreciation on real estate assets and rental homes
29,029

 
28,335

 
57,684

 
56,451

Amortization of in-place leases
428

 
669

 
763

 
1,334

Cost of home sales
9,481

 
9,093

 
17,762

 
15,817

Home selling expenses
805

 
720

 
1,639

 
1,525

General and administrative
8,255

 
7,541

 
15,663

 
14,947

Property rights initiatives and other
527

 
694

 
1,181

 
1,247

Early debt retirement

 
(69
)
 

 
16,922

Interest and related amortization
25,561

 
26,145

 
51,195

 
53,421

    Total expenses
170,042

 
165,494

 
333,880

 
342,979

Income before equity in income of unconsolidated joint ventures
40,039

 
35,986

 
96,348

 
66,915

Equity in income of unconsolidated joint ventures
765

 
840

 
1,646

 
1,724

Consolidated net income
40,804

 
36,826

 
97,994

 
68,639

 
 
 
 
 
 
 
 
Income allocated to non-controlling interest-Common OP Units
(2,998
)
 
(2,724
)
 
(7,308
)
 
(5,054
)
Series C Redeemable Perpetual Preferred Stock Dividends
(2,316
)
 
(2,316
)
 
(4,613
)
 
(4,613
)
Net income available for Common Stockholders
$
35,490

 
$
31,786

 
$
86,073

 
$
58,972













2Q 2016 Supplemental information
4 
Equity LifeStyle Properties, Inc.



























Non-GAAP Financial Measures





2Q 2016 Supplemental information
5 
Equity LifeStyle Properties, Inc.



Second Quarter 2016 - Selected Non-GAAP Financial Measures

(In millions, except per share data, unaudited)

 
Quarter Ended
 
June 30, 2016
Income from property operations, excluding deferrals and property management - 2016 Core (1)
$
112.7

Income from property operations, excluding deferrals and property management - Acquisitions (2)
0.7

Property management and general and administrative (excluding transaction costs)
(19.9
)
Other income and expenses
3.7

Financing costs and other
(27.9
)
Normalized FFO available for Common Stock and OP Unit holders (3)
69.3

Transaction costs
(0.4
)
FFO available for Common Stock and OP Unit holders (3)
$
68.9

 
 
Normalized FFO per Common Share - fully diluted
$
0.75

FFO per Common Share - fully diluted
$
0.75

 
 
 
 
Normalized FFO available for Common Stock and OP Unit holders (3)
$
69.3

Non-revenue producing improvements to real estate
(10.9
)
FAD available for Common Stock and OP Unit holders (3)
$
58.4

 
 
Weighted average Common Stock and OP Units - fully diluted
92.3

 
 

















___________________
1.
See page 18-20 for definitions of non-GAAP financial measures Income from property operations, excluding deferrals and property management, and Core, and reconciliation of income from property operations, excluding deferrals and property management to income before equity in income of unconsolidated joint ventures. See page 9 for details of the 2016 Core Income from Property Operations, excluding deferrals and property management.
2.
See page 20 for definition of Acquisition properties. See page 10 for details of the Income from Property Operations, excluding deferrals and property management for the Acquisitions.
3.
See page 7 for a reconciliation of Net income available for Common Stockholders to non-GAAP financial measures FFO available for Common Stock and OP Unit holders, Normalized FFO available for Common Stock and OP Unit holders and FAD available for Common Stock and OP Unit holders. See definitions of non-GAAP financial measures of FFO, Normalized FFO and FAD on page 18 and Non-revenue producing improvements on page 20.


2Q 2016 Supplemental information
6 
Equity LifeStyle Properties, Inc.



Reconciliation of Net Income to Non-GAAP Financial Measures

(In thousands, except per share data, unaudited)

 
Quarters Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2016
 
2015
 
2016
 
2015
   Net income available for Common Stockholders
$
35,490

 
$
31,786

 
$
86,073

 
$
58,972

Income allocated to Common OP Units
2,998

 
2,724

 
7,308

 
5,054

Right-to-use contract upfront payments, deferred, net (1)
798

 
1,455

 
1,100

 
2,228

Right-to-use contract commissions, deferred, net (2)
(116
)
 
(764
)
 
(12
)
 
(1,007
)
Depreciation on real estate assets
26,362

 
25,654

 
52,370

 
51,064

Depreciation on rental homes 
2,667

 
2,681

 
5,314

 
5,387

Amortization of in-place leases
428

 
669

 
763

 
1,334

Depreciation on unconsolidated joint ventures
305

 
282

 
595

 
525

   FFO available for Common Stock and OP Unit holders (3)
68,932

 
64,487

 
153,511

 
123,557

Transaction costs (4)
398

 
50

 
598

 
482

Early debt retirement

 
(69
)
 

 
16,922

   Normalized FFO available for Common Stock and OP Unit holders(3)
69,330

 
64,468

 
154,109

 
140,961

Non-revenue producing improvements to real estate
(10,980
)
 
(10,822
)
 
(18,317
)
 
(18,265
)
   FAD available for Common Stock and OP Unit holders (3)
$
58,350

 
$
53,646

 
$
135,792

 
$
122,696

 
 
 
 
 
 
 
 
Net income available per Common Share - Basic
$
0.42

 
$
0.38

 
$
1.02

 
$
0.70

Net income available per Common Share - Fully Diluted
$
0.42

 
$
0.38

 
$
1.01

 
$
0.70

 
 
 
 
 
 
 
 
FFO per Common Share & OP Units-Basic
$
0.75

 
$
0.71

 
$
1.68

 
$
1.35

FFO per Common Share & OP Units-Fully Diluted
$
0.75

 
$
0.70

 
$
1.67

 
$
1.35

 
 
 
 
 
 
 
 
Normalized FFO per Common Share & OP Units-Basic
$
0.76

 
$
0.71

 
$
1.68

 
$
1.55

Normalized FFO per Common Share & OP Units-Fully Diluted
$
0.75

 
$
0.70

 
$
1.67

 
$
1.54

 
 
 
 
 
 
 
 
Average Common Stock - Basic
84,516

 
84,031

 
84,419

 
83,996

Average Common Stock and OP Units - Basic
91,721

 
91,252

 
91,625

 
91,219

Average Common Stock and OP Units - Fully Diluted
92,264

 
91,851

 
92,163

 
91,829

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 











_____________________________
1.
We are required by GAAP to defer, over the estimated customer life, recognition of non-refundable upfront payments from sales of new and upgrade right-to-use contracts. For 2016, the customer life is estimated to be 40 years and is based upon our experience operating the membership platform since 2008. The amount shown represents the deferral of a substantial portion of current period upgrade sales, offset by amortization of prior period sales.
2.
We are required by GAAP to defer recognition of commissions paid related to the entry of right-to-use contracts. The deferred commissions will be amortized using the same method as used for the related non-refundable upfront payments from the entry of right-to-use contracts and upgrade sales. The amount shown represents the deferral of a substantial portion of current period commissions on those contracts, offset by the amortization of prior period commissions.
3.
See page 18 for non-GAAP financial measure definitions of FFO, Normalized FFO and FAD and page 20 for the definition of Non-revenue producing improvements.
4.
Included in general and administrative on the Consolidated Income Statement on page 4.

2Q 2016 Supplemental information
7 
Equity LifeStyle Properties, Inc.



Consolidated Income from Property Operations (1)

(In millions, except home site and occupancy figures, unaudited)

 
Quarters Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2016
 
2015
 
2016
 
2015
Community base rental income (2)
$
115.4

 
$
110.1

 
$
229.5

 
$
219.3

Rental home income
3.5

 
3.6

 
7.1

 
7.1

Resort base rental income (3)
44.8

 
41.4

 
100.2

 
93.1

Right-to-use annual payments
11.2

 
10.9

 
22.2

 
21.9

Right-to-use contracts current period, gross
3.1

 
3.6

 
5.6

 
6.4

Utility and other income
19.4

 
18.9

 
40.3

 
38.0

    Property operating revenues
197.4

 
188.5

 
404.9

 
385.8

 
 
 
 
 
 
 
 
Property operating, maintenance and real estate taxes
79.5

 
76.8

 
155.7

 
150.5

Rental home operating and maintenance
1.6

 
1.7

 
3.1

 
3.4

Sales and marketing, gross
2.9

 
3.5

 
5.4

 
6.0

    Property operating expenses
84.0

 
82.0

 
164.2

 
159.9

Income from property operations, excluding deferrals and property management (1)
$
113.4

 
$
106.5

 
$
240.7

 
$
225.9

 
 
 
 
 
 
 
 
Manufactured home site figures and occupancy averages:
 
 
 
 
 
 
 
Total sites
70,409

 
70,130

 
70,262

 
70,106

Occupied sites
65,607

 
64,781

 
65,380

 
64,691

Occupancy %
93.2
%
 
92.4
%
 
93.1
%
 
92.3
%
Monthly base rent per site
$
586

 
$
566

 
$
585

 
$
565

 
 
 
 
 
 
 
 
Resort base rental income:
 
 
 
 
 
 
 
Annual
$
30.4

 
$
28.5

 
$
60.4

 
$
56.5

Seasonal
4.1

 
3.7

 
20.3

 
18.7

Transient
10.3

 
9.2

 
19.5

 
17.9

     Total resort base rental income
$
44.8

 
$
41.4

 
$
100.2

 
$
93.1












_________________________
1.
See page 4 for the Consolidated Income Statement and page 18-19 for non-GAAP measure definitions and reconciliation of Income from property operations, excluding deferrals and property management.
2.
See the manufactured home site figures and occupancy averages below within this table.
3.
See resort base rental income detail included below within this table.


2Q 2016 Supplemental information
8 
Equity LifeStyle Properties, Inc.



2016 Core Income from Property Operations (1)

(In millions, except home site and occupancy figures, unaudited)

 
Quarters Ended
 
 
 
Six Months Ended
 
 
 
June 30,
 
%
 
June 30,
 
%
 
2016
 
2015
 
Change (2)
 
2016
 
2015
 
Change (2)
Community base rental income (3)
$
115.1

 
$
110.0

 
4.7
 %
 
$
229.0

 
$
219.2

 
4.5
 %
Rental home income
3.5

 
3.6

 
(0.4
)%
 
7.1

 
7.1

 
(0.4
)%
Resort base rental income (4)
43.7

 
41.2

 
6.0
 %
 
98.0

 
92.7

 
5.7
 %
Right-to-use annual payments
11.2

 
10.9

 
2.2
 %
 
22.2

 
21.9

 
1.4
 %
Right-to-use contracts current period, gross
3.1

 
3.6

 
(13.8
)%
 
5.6

 
6.4

 
(11.9
)%
Utility and other income
19.3

 
18.9

 
2.7
 %
 
40.1

 
37.9

 
5.6
 %
    Property operating revenues
195.9

 
188.2

 
4.2
 %
 
402.0

 
385.2

 
4.3
 %
 
 
 
 
 
 
 
 
 
 
 
 
Property operating, maintenance and real estate taxes
78.7

 
76.7

 
2.7
 %
 
154.3

 
150.2

 
2.7
 %
Rental home operating and maintenance
1.6

 
1.7

 
(6.4
)%
 
3.1

 
3.4

 
(7.5
)%
Sales and marketing, gross
2.9

 
3.5

 
(16.5
)%
 
5.4

 
6.0

 
(10.1
)%
    Property operating expenses
83.2

 
81.9

 
1.7
 %
 
162.8

 
159.6

 
2.0
 %
Income from property operations, excluding deferrals and property management (1)
$
112.7

 
$
106.3

 
6.1
 %
 
$
239.2

 
$
225.6

 
6.0
 %
Occupied sites (5)
65,285

 
64,749

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Core manufactured home site figures and occupancy averages:
 
 
 
 
 
 
Total sites
69,834

 
69,852

 
 
 
69,835

 
69,853

 
 
Occupied sites
65,191

 
64,642

 
 
 
65,110

 
64,575

 
 
Occupancy %
93.4
%
 
92.5
%
 
 
 
93.2
%
 
92.4
%
 
 
Monthly base rent per site
$
588

 
$
567

 
 
 
$
586

 
$
566

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Resort base rental income:
 
 
 
 
 
 
 
 
 
 
 
Annual
$
29.9

 
$
28.4

 
5.0
 %
 
$
59.4

 
$
56.2

 
5.7
 %
Seasonal
3.8

 
3.6

 
5.5
 %
 
19.7

 
18.6

 
5.7
 %
Transient
10.0

 
9.2

 
9.1
 %
 
18.9

 
17.9

 
5.4
 %
     Total resort base rental income
$
43.7

 
$
41.2

 
6.0
 %
 
$
98.0

 
$
92.7

 
5.6
 %









____________________________
1.
See page 18-19 for definitions of non-GAAP measures Income from property operations, excluding deferrals and property management, and Core.
2.
Calculations prepared using actual results without rounding.
3.
See the Core manufactured home site figures and occupancy averages included below within this table.
4.
See resort base rental income detail included below within this table.
5.
Occupied sites as of the end of the period shown. Occupied sites have increased by 271 from 65,014 at December 31, 2015.

2Q 2016 Supplemental information
9 
Equity LifeStyle Properties, Inc.



Acquisitions - Income from Property Operations (1)

(In millions, unaudited)

 
Quarter Ended
 
Six Months Ended
 
June 30,
2016
 
June 30,
2016
Community base rental income
$
0.3

 
$
0.5

Resort base rental income
1.1

 
2.2

Utility income and other property income
0.1

 
0.2

  Property operating revenues
1.5

 
2.9

 
 
 
 
  Property operating expenses
0.8

 
1.4

Income from property operations, excluding deferrals and property management
$
0.7

 
$
1.5






































______________________
1.
See page 20 for definition of Acquisitions.


2Q 2016 Supplemental information
10 
Equity LifeStyle Properties, Inc.




Income from Rental Home Operations

(In millions, except occupied rentals, unaudited)

 
Quarters Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2016
 
2015
 
2016
 
2015
Manufactured homes:
 
 
 
 
 
 
 
New home
$
6.3

 
$
5.2

 
$
12.5

 
$
10.3

Used home
6.2

 
7.6

 
12.6

 
15.5

   Rental operations revenues (1)
12.5

 
12.8

 
25.1

 
25.8

Rental operations expense
1.6

 
1.7

 
3.1

 
3.4

   Income from rental operations, before depreciation
10.9

 
11.1

 
22.0

 
22.4

Depreciation on rental homes
2.7

 
2.7

 
5.3

 
5.4

   Income from rental operations, after depreciation
$
8.2

 
$
8.4

 
$
16.7

 
$
17.0

 
 
 
 
 
 
 
 
Occupied rentals: (2)
 
 
 
 
 
 
 
New
2,267

 
2,062

 
 
 
 
Used
2,594

 
2,981

 
 
 
 
   Total occupied rental sites
4,861

 
5,043

 
 
 
 

 
As of
 
June 30, 2016
 
June 30, 2015
Cost basis in rental homes: (3)
Gross
 
Net of Depreciation
 
Gross
 
Net of Depreciation
New
$
120.7

 
$
96.2

 
$
108.9

 
$
89.1

Used
54.7

 
30.4

 
60.8

 
42.4

  Total rental homes
$
175.4

 
$
126.6

 
$
169.7

 
$
131.5











__________________________
1.
For the quarters ended June 30, 2016 and 2015, approximately $9.0 million and $9.2 million, respectively, of the rental operations revenue are included in the Community base rental income in the Consolidated Income from Property Operations table on page 8. For the six months ended June 30, 2016 and 2015, approximately $18.0 million and $18.6 million, respectively, of the rental operations revenue are included in the 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 Rental home income in the Consolidated Income from Property Operations table on page 8.
2.
Occupied rentals as of the end of the period shown in our Core portfolio. Included in the quarters ended June 30, 2016 and 2015 are 143 and 65 homes rented through our ECHO joint venture, respectively. For the six months ended June 30, 2016 and 2015, the rental home investment associated with our ECHO joint venture totals approximately $5.4 million and $2.1 million, respectively.
3.
Includes both occupied and unoccupied rental homes. New home cost basis does not include the costs associated with our ECHO joint venture. At June 30, 2016 and 2015, our investment in the ECHO joint venture was approximately $15.4 million and $10.4 million, respectively.


2Q 2016 Supplemental information
11 
Equity LifeStyle Properties, Inc.



Total Sites and Home Sales

(In thousands, except sites and home sale volumes, unaudited)

Summary of Total Sites as of June 30, 2016
 
 
Sites
Community sites
71,000

Resort sites:
 
    Annuals
26,300

    Seasonal
10,800

    Transient
10,500

Membership (1)
24,100

Joint Ventures (2)
3,100

Total
145,800


Home Sales - Select Data
 
 
 
 
 
 
 
 
Quarters Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2016
 
2015
 
2016
 
2015
Total New Home Sales Volume (3)
180

 
143

 
301

 
229

     New Home Sales Volume - ECHO joint venture
63

 
49

 
97

 
88

New Home Sales Gross Revenues(3)
$
6,044

 
$
5,355

 
$
11,443

 
$
8,285

 
 
 
 
 
 
 
 
Used Home Sales Volume
342

 
436

 
653

 
817

Used Home Sales Gross Revenues
$
3,086

 
$
4,171

 
$
5,901

 
$
8,178

 
 
 
 
 
 
 
 
Brokered Home Resales Volume
217

 
261

 
403

 
466

Brokered Home Resale Revenues, net
$
329

 
$
356

 
$
608

 
$
651

















__________________________
1.
Sites primarily utilized by approximately 104,800 members. Includes approximately 5,500 sites rented on an annual basis.
2.
Joint venture income is included in the Equity in income from unconsolidated joint ventures in the Consolidated Income Statement on page 4.
3.
Total new home sales volume includes home sales from our ECHO joint venture. New home sales gross revenues does not include the revenues associated with our ECHO joint venture.


2Q 2016 Supplemental information
12 
Equity LifeStyle Properties, Inc.



2016 Guidance - Selected Financial Data (1)

Our guidance acknowledges the existence of volatile economic conditions, which may impact our current guidance assumptions. Factors impacting 2016 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 in 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) our ability to integrate and operate recent acquisitions in accordance with our estimates; (viii) completion of pending transactions in their entirety and on assumed schedule; and (ix) ongoing legal matters and related fees.

(In millions, except per share data, unaudited)

 
Quarter Ended
 
Year Ended
 
September 30, 2016
 
December 31, 2016
Income from property operations, excluding deferrals and property management - 2016 Core (2)
$
118.4

 
$
473.8

Income from property operations - Acquisitions (3)
1.8

 
5.0

Property management and general and administrative
(19.7
)
 
(77.6
)
Other income and expenses
3.5

 
13.1

Financing costs and other
(27.8
)
 
(111.2
)
Normalized FFO available for Common Stock and OP Unit holders (4)
76.2

 
303.1

Transaction costs

 
(0.6
)
FFO available for Common Stock and OP Unit holders (4)
76.2

 
302.5

    Depreciation on real estate and other
(27.0
)
 
(107.6
)
    Depreciation on rental homes
(2.6
)
 
(10.6
)
    Deferral of right-to-use contract sales revenue and commission, net
(0.9
)
 
(2.5
)
    Income allocated to non-controlling interest-Common OP Units
(3.6
)
 
(14.2
)
Net income available for Common Stockholders
$
42.1

 
$
167.6

 
 
 
 
Normalized FFO per Common Share - fully diluted
$0.79 - $0.85

 
$3.23 - $3.33

FFO per Common Share - fully diluted
$0.79 - $0.85

 
$3.22 - $3.32

Net income per Common Share - fully diluted (5)
$0.46 - $0.52

 
$1.91 - $2.01

 
 
 
 
Weighted average Common Stock outstanding - fully diluted
92.9

 
92.5








_____________________________________
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 Normalized FFO available for Common Stock and OP Unit holders, Normalized FFO per Common Share, FFO available for Common Stock and OP Unit holders, FFO per Common Share, Net income available for Common Stockholders and Net income per Common Share could vary materially from amounts presented above if any of our assumptions is incorrect.
2.
See page 14 for 2016 Core Guidance Assumptions. Amount represents 2015 income from property operations, excluding deferrals and property management, from the 2016 Core properties of $112.0 million multiplied by an estimated growth rate of 5.7% and $448.8 million multiplied by an estimated growth rate of 5.6% for the quarter ended June 30, 2016 and the year ended December 31, 2016, respectively.
3.
See page 14 for the 2016 Assumptions regarding the Acquisition properties.
4.
See page 18 for definitions of Normalized FFO and FFO.
5.
Net income per fully diluted Common Share is calculated before Income allocated to non-controlling interest-Common OP Units.


2Q 2016 Supplemental information
13 
Equity LifeStyle Properties, Inc.



2016 Core Guidance Assumptions (1) 
(In millions, unaudited)
 
Quarter Ended
 
Third Quarter 2016
 
Year Ended
 
2016
 
September 30, 2015
 
Growth Factors (2)
 
December 31, 2015
 
Growth Factors (2)
Community base rental income
$
110.8

 
4.5
 %
 
$
441.6

 
4.5
 %
Rental home income
3.4

 
6.9
 %
 
14.0

 
2.5
 %
Resort base rental income (3)
49.3

 
6.1
 %
 
183.4

 
5.4
 %
Right-to-use annual payments
11.3

 
(1.2
)%
 
44.4

 
0.5
 %
Right-to-use contracts current period, gross
3.9

 
4.2
 %
 
12.8

 
(2.1
)%
Utility and other income
20.0

 
0.5
 %
 
76.0

 
2.5
 %
    Property operating revenues
198.7

 
4.2
 %
 
772.2

 
4.1
 %
 
 
 
 
 
 
 
 
Property operating, maintenance, and real estate taxes
81.7

 
1.8
 %
 
304.5

 
2.2
 %
Rental home operating and maintenance
1.9

 
(7.9
)%
 
7.2

 
(4.9
)%
Sales and marketing, gross
3.1

 
20.1
 %
 
11.7

 
2.2
 %
    Property operating expenses
86.7

 
2.2
 %
 
323.4

 
2.1
 %
Income from property operations, excluding deferrals and property management
 
$
112.0

 
5.7
 %
 
$
448.8

 
5.6
 %
 
 
 
 
 
 
 
 
Resort base rental income:
 
 
 
 
 
 
 
Annual
$
28.9

 
5.0
 %
 
$
114.6

 
5.4
 %
Seasonal
3.8

 
5.5
 %
 
28.7

 
4.4
 %
Transient
16.6

 
8.0
 %
 
40.1

 
6.1
 %
    Total resort base rental income
$
49.3

 
6.1
 %
 
$
183.4

 
5.4
 %


2016 Assumptions Regarding Acquisition Properties (1) 
(In millions, unaudited)

 
Quarter Ended
 
Year Ended
 
September 30, 2016 (4)
 
December 31, 2016 (4)
Community base rental income
$
1.2

 
$
2.9

Resort base rental income
1.7

 
5.3

Utility income and other property income
0.4

 
1.1

  Property operating revenues
3.3

 
9.3

 
 
 
 
Property operating, maintenance, and real estate taxes
1.5

 
4.3

  Property operating expenses


 


Income from property operations, excluding deferrals and property management
$
1.8

 
$
5.0




1.
Refer to page 19-20 for definition of Core and Acquisition properties.
2.
Management’s estimate of the growth of property operations in the 2016 Core Properties compared to actual 2015 performance. Represents our estimate of the mid-point of a range of possible outcomes. Calculations prepared using actual results without rounding. Actual growth could vary materially from amounts presented above if any of our assumptions is incorrect.
3.
See Resort base rental income table included below within this table.
4.
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 is incorrect.


2Q 2016 Supplemental information
14 
Equity LifeStyle Properties, Inc.



Right-To-Use Memberships - Select Data

(In thousands, except member count, number of Thousand Trail Camping Pass, number of annuals and number of upgrades, unaudited)

 
Year Ended December 31,
 
2012
 
2013
 
2014
 
2015
 
2016 (1)
Member Count (2)
96,687

 
98,277

 
96,130

 
102,413

 
106,400

Thousand Trails Camping Pass (TTC) Origination (3)
10,198

 
15,607

 
18,187

 
25,544

 
29,400

    TTC Sales
8,909

 
9,289

 
10,014

 
11,877

 
13,600

    RV Dealer TTC Activations
1,289

 
6,318

 
8,173

 
13,667

 
15,800

Number of annuals (4)
4,280

 
4,830

 
5,142

 
5,470

 
5,800

Number of upgrade sales (5)
3,069

 
2,999

 
2,978

 
2,687

 
2,700

 
 
 
 
 
 
 
 
 
 
Right-to-use annual payments (6)
$
47,662

 
$
47,967

 
$
44,860

 
$
44,441

 
$
44,700

Resort base rental income from annuals
$
9,585

 
$
11,148

 
$
12,491

 
$
13,821

 
$
15,500

Resort base rental income from seasonals/transients
$
11,042

 
$
12,692

 
$
13,894

 
$
15,795

 
$
17,000

Upgrade contract initiations (7)
$
14,025

 
$
13,815

 
$
13,892

 
$
12,783

 
$
12,500

Utility and other income
$
2,407

 
$
2,293

 
$
2,455

 
$
2,430

 
$
2,450

 
 
 
 
 
 
 
 
 
 























________________________________
1.
Guidance estimate. 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. Actual figures could vary materially from amounts presented above if any of our assumptions is incorrect.
2.
Members have entered into right-to-use contracts with us that entitle them to use certain properties on a continuous basis for up to 21 days.
3.
TTCs allow access to any of five geographic areas in the United States.
4.
Members who rent a specific site for an entire year in connection with their right-to-use contract.
5.
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.
6.
The years ended December 31, 2012 and December 31, 2013, include $0.1 million and $2.1 million, respectively, of revenue recognized related to our right-to-use annual memberships activated through our dealer program. During the third quarter of 2013, we changed the accounting treatment of revenues and expenses associated with the RV dealer program to recognize as revenue only the cash received from members generated by the program.
7.
Revenues associated with contract upgrades, included in Right-to-use contracts current period, gross, on our Consolidated Income Statement on page 4.


2Q 2016 Supplemental information
15 
Equity LifeStyle Properties, Inc.



Market Capitalization

(In millions, except share and OP Unit data, unaudited)

Capital Structure as of June 30, 2016
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Common Stock/Units
% of Total Common Stock/Units
Total
% of Total
% of Total Market Capitalization
 
 
 
 
 
 
 
 
Secured Debt
 
 
$
1,934

90.6
%
 
 
Unsecured Debt
 
 
200

9.4
%
 
 
Total Debt (1)
 
 
$
2,134

100.0
%
22.1
%
 
 
 
 
 
 
 
 
Common Stock
85,295,182

92.2
%
 
 
 
 
OP Units
7,203,678

7.8
%
 
 
 
 
Total Common Stock and OP Units
92,498,860

100.0
%
 
 
 
 
Common Stock price at June 30, 2016
$
80.05

 
 
 
 
 
Fair Value of Common Stock
 
 
$
7,405

98.2
%
 
 
Perpetual Preferred Stock
 
 
136

1.8
%
 
 
Total Equity
 
 
$
7,541

100.0
%
77.9
%
 
 
 
 
 
 
 
 
Total Market Capitalization
 
 
$
9,675

 
100.0
%
 
 
 
 
 
 
 
 
Perpetual Preferred Stock as of June 30, 2016
 
 
 
 
 
 
 
 
 
 
 
Series
Callable Date
 
Outstanding Stock
Liquidation Value
Annual Dividend Per Share
Annual Dividend Value
6.75% Series C
9/7/2017
 
54,458
$136
$168.75
$
9.2






















_________________

1.    Excludes deferred financing costs of approximately $18.9 million.


2Q 2016 Supplemental information
16 
Equity LifeStyle Properties, Inc.



Debt Maturity Schedule

Debt Maturity Schedule as of June 30, 2016
(In thousands, unaudited)

Year
 
Secured Debt
 
Weighted Average Interest Rate
 
Unsecured Debt
 
Weighted Average Interest Rate
 
Total Debt
 
% of Total Debt
 
Weighted Average Interest Rate
 
2016
 
$
66,895

 
5.84
%
 
$

 

 
$
66,895

 
3.15
%
 
5.84
%
 
2017
 
57,589

 
5.80
%
 

 

 
57,589

 
2.71
%
 
5.80
%
 
2018
 
201,229

 
5.97
%
 

 

 
201,229

 
9.46
%
 
5.97
%
 
2019
 
203,023

 
6.27
%
 

 

 
203,023

 
9.55
%
 
6.27
%
 
2020
 
123,007

 
6.13
%
 
200,000

 
2.39
%
 
323,007

 
15.19
%
 
3.82
%
 
2021
 
191,944

 
5.01
%
 

 

 
191,944

 
9.02
%
 
5.01
%
 
2022
 
152,111

 
4.59
%
 

 

 
152,111

 
7.15
%
 
4.59
%
 
2023
 
112,587

 
5.13
%
 

 

 
112,587

 
5.29
%
 
5.13
%
 
2024
 

 
%
 

 

 

 
%
 
%
 
Thereafter
 
818,493

 
4.19
%
 

 

 
818,493

 
38.48
%
 
4.19
%
 
Total
 
$
1,926,878

 
4.99
%
 
$
200,000

 
2.39
%
 
$
2,126,878

 
100.0
%
 
4.75
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note Premiums
 
7,116

 
 
 

 
 
 
7,116

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Debt
 
1,933,994

 
 
 
200,000

 
 
 
2,133,994

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred Financing Costs
 
(18,160
)
 
 
 
(724
)
 
 
 
(18,884
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Debt, net
 
1,915,834

 
4.93
%
(1) 
199,276

 
2.51
%
 
$
2,115,110

 
 
 
4.70
%
(1) 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average Years to Maturity
 
10.3
 
 
 
3.6
 
 
 
9.7
 
 
 
 
 























______________________
1.     Reflects effective interest rate including amortization of note premiums and amortization of deferred loan cost for secured and total debt and stated interest rate for unsecured debt.


2Q 2016 Supplemental information
17 
Equity LifeStyle Properties, Inc.



Non-GAAP Financial Measures Definitions and Other Terms

This document contains certain non-GAAP measures used by management that we believe are helpful in understanding our business, as further discussed in the paragraphs below. We believe investors should review Funds from Operations (“FFO”), Normalized Funds from Operations (“Normalized FFO”), Funds Available for Distribution (“FAD”) and Adjusted Earnings Before Interest, Tax, Depreciation and Amortization (“Adjusted EBITDA”), along with GAAP net income and cash flow from operating activities, investing activities and financing activities, when evaluating an equity REIT’s operating performance. Our definitions and calculations of these non-GAAP financial and operating measures and other terms may differ from the definitions and methodologies used by other REITs and, accordingly, may not be comparable. These non-GAAP financial and operating measures 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.
FUNDS FROM OPERATIONS (FFO). We define FFO as net income, computed in accordance with GAAP, excluding gains and actual or estimated losses from sales of properties, plus real estate related depreciation and amortization, impairments, if any, 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. We compute FFO in accordance with our interpretation of standards established by the National Association of Real Estate Investment Trusts (“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. We receive 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 non-refundable right-to-use payments, we believe that it is appropriate to adjust for the impact of the deferral activity in our calculation of FFO.
We believe FFO, as defined by the Board of Governors of NAREIT, is generally a 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.
NORMALIZED FUNDS FROM OPERATIONS (NORMALIZED FFO). We define Normalized FFO as FFO excluding the following non-operating income and expense items: a) the financial impact of contingent consideration; b)gains and losses from early debt extinguishment, including prepayment penalties and defeasance costs; c) property acquisition and other transaction costs related to mergers and acquisitions; and d) other miscellaneous non-comparable items. Normalized FFO presented herein is not necessarily comparable to Normalized FFO presented by other real estate companies due to the fact that not all real estate companies use the same methodology for computing this amount.
FUNDS AVAILABLE FOR DISTRIBUTION (FAD). We define FAD as Normalized FFO less non-revenue producing capital expenditures.
We believe that FFO, Normalized FFO and FAD are helpful to investors as supplemental measures of the performance of an equity REIT. We believe that by excluding the effect of depreciation, amortization, impairments, if any, and actual or estimated 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. We further believe that Normalized FFO provides useful information to investors, analysts and our management because it allows them to compare our operating performance to the operating performance of other real estate companies and between periods on a consistent basis without having to account for differences not related to our operations. For example, we believe that excluding the early extinguishment of debt, property acquisition and other transaction costs related to mergers and acquisitions from Normalized FFO allows investors, analysts and our management to assess the sustainability of operating performance in future periods because these costs do not affect the future operations of the properties. In some cases, we provide information about identified non-cash components of FFO and Normalized FFO because it allows investors, analysts and our management to assess the impact of those items.
INCOME FROM PROPERTY OPERATIONS, EXCLUDING DEFERRALS AND PROPERTY MANAGEMENT. We define Income from property operations, excluding deferrals and property management as rental income, utility income and right-to-use income less property operating and maintenance expenses, real estate tax, sales and marketing expenses, property management and the GAAP deferral of right-to-use contract upfront payments and related commissions, net. We believe that this non-GAAP financial measure is helpful to investors and analysts as a measure of the operating results of our manufactured home and RV communities.

2Q 2016 Supplemental information
18 
Equity LifeStyle Properties, Inc.



The following table reconciles Income before equity in income of unconsolidated joint ventures to Income from property operations (amounts in thousands):
 
 
Quarters Ended
 
Six Months Ended
 
 
 
June 30,
 
June 30,
 
 
 
2016
 
2015
 
2016
 
2015
 
Income before equity in income of unconsolidated joint ventures
 
$
40,039

 
$
35,986

 
$
96,348

 
$
66,915

 
Right-to-use upfront payments, deferred, net
 
798

 
1,455

 
1,100

 
2,228

 
Gross revenues from home sales
 
(9,130
)
 
(9,526
)
 
(17,344
)
 
(16,463
)
 
Brokered resale revenues and ancillary services revenues, net
 
(398
)
 
(1,012
)
 
(1,816
)
 
(2,994
)
 
Interest income
 
(1,625
)
 
(1,736
)
 
(3,285
)
 
(3,556
)
 
Income from other investments, net
 
(2,270
)
 
(2,178
)
 
(3,993
)
 
(3,297
)
 
Right-to-use contract commissions, deferred, net
 
(116
)
 
(764
)
 
(12
)
 
(1,007
)
 
Property management
 
12,044

 
11,099

 
23,807

 
22,389

 
Depreciation on real estate and rental homes
 
29,029

 
28,335

 
57,684

 
56,451

 
Amortization of in-place leases
 
428

 
669

 
763

 
1,334

 
Cost of homes sales
 
9,481

 
9,093

 
17,762

 
15,817

 
Home selling expenses
 
805

 
720

 
1,639

 
1,525

 
General and administrative
 
8,255

 
7,541

 
15,663

 
14,947

 
Property rights initiatives and other
 
527

 
694

 
1,181

 
1,247

 
Early debt retirement
 

 
(69
)
 

 
16,922

 
Interest and related amortization
 
25,561

 
26,145

 
51,195

 
53,421

 
Income from property operations, excluding deferrals and property management
 
113,428

 
106,452

 
240,692

 
225,879

 
Right-to-use contracts, deferred and sales and marketing, deferred, net
 
(682
)
 
(691
)
 
(1,088
)
 
(1,221
)
 
Property management
 
(12,044
)
 
(11,099
)
 
(23,807
)
 
(22,389
)
 
Income from property operations
 
$
100,702

 
$
94,662

 
$
215,797

 
$
202,269

 
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION (EBITDA) AND ADJUSTED EBITDA. EBITDA is defined as net income or loss before interest income and expense, income taxes, depreciation and amortization. We define Adjusted EBITDA as EBITDA excluding the following non-operating income and expense items: a) the financial impact of contingent consideration; b) gains and losses from early debt extinguishment, including prepayment penalties and defeasance costs; c) property acquisition and other transaction costs related to mergers and acquisitions; d) GAAP deferral of right-to-use contract upfront payments and related commissions, net; e) impairments, if any; and f) other miscellaneous non-comparable items. EBITDA and Adjusted EBITDA provide us with an understanding of one aspect of earnings before the impact of investing and financing charges. We believe that EBITDA and Adjusted EBITDA may be useful to an investor in evaluating our operating performance and liquidity because the measures are widely used to measure a company’s operating performance and they are used by rating agencies and other parties, including lenders, to evaluate our creditworthiness.
The following table reconciles Consolidated net income to EBITDA and Adjusted EBITDA (amounts in thousands):
 
 
Quarters Ended
 
Six Months Ended
 
 
 
June 30,
 
June 30,
 
 
 
2016
 
2015
 
2016
 
2015
 
Consolidated net income
 
$
40,804

 
$
36,826

 
$
97,994

 
$
68,639

 
Interest Income
 
(1,625
)
 
(1,736
)
 
(3,285
)
 
(3,556
)
 
Depreciation on real estate assets and rental homes
 
29,029

 
28,335

 
57,684

 
56,451

 
Amortization of in-place leases
 
428

 
669

 
763

 
1,334

 
Depreciation on corporate assets
 
279

 
269

 
558

 
538

 
Depreciation on unconsolidated joint ventures
 
305

 
282

 
595

 
525

 
Interest and related amortization
 
25,561

 
26,145

 
51,195

 
53,421

 
EBITDA
 
94,781

 
90,790

 
205,504

 
177,352

 
Right-to-use contract upfront payments, deferred, net
 
798

 
1,455

 
1,100

 
2,228

 
Right-to-use contract commissions, deferred, net
 
(116
)
 
(764
)
 
(12
)
 
(1,007
)
 
Transaction costs
 
398

 
50

 
598

 
482

 
Early debt retirement
 

 
(69
)
 

 
16,922

 
Adjusted EBITDA
 
$
95,861

 
$
91,462

 
$
207,190

 
$
195,977

 
CORE. The Core properties include properties we owned and operated during all of 2015 and 2016. We believe Core is a measure that is useful to investors for annual comparison as it removes the fluctuations associated with acquisitions, dispositions and significant transactions or unique situations.

2Q 2016 Supplemental information
19 
Equity LifeStyle Properties, Inc.



ACQUISITIONS. The Acquisition properties include three properties acquired during 2016 and three properties acquired during 2015.
NON-REVENUE PRODUCING IMPROVEMENTS. Represents capital expenditures that will not directly result in increased revenue or expense savings and are primarily comprised of common area improvements, furniture, and mechanical improvements.
FIXED CHARGES. Fixed charges consist of interest expense, amortization of note premiums and debt issuance costs.


2Q 2016 Supplemental information
20 
Equity LifeStyle Properties, Inc.