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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): October 17, 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 October 17, 2016, Equity LifeStyle Properties, Inc. (referred to herein as “we,” “us,” and “our”) issued a news release announcing our results of operations for the three and nine months ended September 30, 2016.

The news release also contains detailed guidance assumptions on our projections for 2016 and preliminary projections for 2017. We project our Net income per Common Share (fully diluted) for the three months and year ending December 31, 2016, to be between $0.42 and $0.48 and $1.91 and $1.97, respectively. We preliminarily project our Net income per Common Share (fully diluted) for the year ending December 31, 2017 to be between $2.14 and $2.24.

We also project our Funds from Operations (“FFO”) per Common Share (fully diluted) for the three months and year ending December 31, 2016 to be between $0.75 and $0.81 and $3.25 and $3.31, respectively. We project our Normalized Funds from Operations (“Normalized FFO”) per Common Share (fully diluted) for the three months and year ending December 31, 2016 to be between $0.75 and $0.81 and $3.26 and $3.32, respectively. We preliminarily project our FFO and our Normalized FFO per Common Share (fully diluted) for the year ending December 31, 2017 to be between $3.45 and $3.55, respectively.

The projected 2016 and 2017 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 results 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 October 17, 2016.

Item 7.01    Regulation FD Disclosure

Our annualized dividend for 2016 is $1.70 per Common Share. At the next quarterly Board of Directors meeting, our management intends to recommend an increase of $0.25 per Common Share to the annual dividend for 2017 for a total dividend of $1.95 per Common Share. Our Board of Directors has the sole discretion to approve an increase of the dividend and therefore there can be no assurance that this increase will be approved.

The information contained in Items 2.02, 7.01 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 and 2017 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 391 quality properties in 32 states and British Columbia consisting of 146,298 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 October 17, 2016, “ELS Reports Third 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: October 18, 2016



Document

N E W S R E L E A S E

https://cdn.kscope.io/7296d33cb262878450d034b5a399e962-logopra05a06.gif                

CONTACT: Paul Seavey                             FOR IMMEDIATE RELEASE
(800) 247-5279                          October 17, 2016


                                                        
ELS REPORTS THIRD QUARTER RESULTS
Continued Strong Performance

CHICAGO, IL – October 17, 2016 Equity LifeStyle Properties, Inc. (NYSE: ELS) (referred to herein as “we,” “us,” and “our”) today announced results for the third quarter and nine months ended September 30, 2016. All per share results are reported on a fully diluted basis unless otherwise noted.
Financial Results for the Quarter and Nine Months Ended September 30, 2016
For the quarter ended September 30, 2016, total revenues increased $16.1 million, or 7.7 percent, to $226.2 million compared to $210.1 million for the same period in 2015. Net income available for Common Stockholders increased $4.3 million, or $0.05 per Common Share, to $41.0 million, or $0.48 per Common Share, compared to $36.7 million, or $0.43 per Common Share, for the same period in 2015.
For the nine months ended September 30, 2016, total revenues increased $36.4 million, or 5.9 percent, to $656.4 million compared to $620.0 million for the same period in 2015. Net income available for Common Stockholders for the nine months ended September 30, 2016 increased $31.5 million, or $0.36 per Common Share, to $127.1 million, or $1.49 per Common Share, compared to $95.6 million, or $1.13 per Common Share, for the same period in 2015.
Non-GAAP Financial Measures and Portfolio Performance
For the quarter ended September 30, 2016, Funds from Operations (“FFO”) available for Common Stock and OP Unit holders increased $6.6 million, or $0.06 per Common Share, to $76.9 million or $0.83 per Common Share, compared to $70.3 million, or $0.77 per Common Share, for the same period in 2015. For the nine months ended September 30, 2016, FFO available for Common Stock and OP Unit holders increased $36.5 million, or $0.38 per Common Share, to $230.4 million or $2.49 per Common Share, compared to $193.9 million, or $2.11 per Common Share, for the same period in 2015.
For the quarter ended September 30, 2016 Normalized Funds from Operations (“Normalized FFO”) available for Common Stock and OP Unit holders increased $6.7 million, or $0.06 per Common Share, to $77.2 million, or $0.83 per Common Share, compared to $70.5 million, or $0.77 per Common Share, for the same period in 2015. For the nine months ended September 30, 2016, Normalized FFO available for Common Stock and OP Unit holders increased $19.9 million, or $0.20 per Common Share, to $231.3 million, or $2.50 per Common Share, compared to $211.4 million, or $2.30 per Common Share, for the same period in 2015.
For the quarter ended September 30, 2016, property operating revenues, excluding deferrals, increased $12.0 million to $211.3 million compared to $199.3 million for the same period in 2015. For the nine months ended September 30, 2016, property operating revenues, excluding deferrals, increased $31.0 million to $616.2 million compared to $585.2 million for the same period in 2015. For the quarter ended September 30, 2016, income from property operations, excluding deferrals and property management, increased $7.4 million to $119.6 million compared to $112.2 million for the same period in 2015. For the nine months ended September 30, 2016, income from property operations, excluding deferrals and property management, increased $22.2 million to $360.3 million compared to $338.1 million for the same period in 2015.

 
i 
 



For the quarter ended September 30, 2016, Core property operating revenues, excluding deferrals, increased approximately 4.7 percent and Core income from property operations, excluding deferrals and property management, increased approximately 5.3 percent compared to the same period in 2015. For the nine months ended September 30, 2016, Core property operating revenues, excluding deferrals, increased approximately 4.5 percent and Core income from property operations, excluding deferrals and property management, increased approximately 5.8 percent compared to the same period in 2015.
Investment Activity
In October 2016, we completed the acquisition of Riverside RV, a 499-site property located in Arcadia, Florida. The purchase price of approximately $20.3 million was funded with available cash.
In August 2016, we closed on the purchase of approximately 25 acres of vacant land adjacent to Colony Cove and Ridgewood Estates manufactured home communities in Ellenton, Florida, for $2.0 million.
Balance Sheet Activity
In July 2016, we paid off two maturing mortgage loans of approximately $24.0 million in the aggregate, with a weighted average interest rate of 5.99 percent per annum, secured by one RV resort and one manufactured home community.
During September 2016, we completed refinancing activity and closed on loans with total gross proceeds of approximately $54.5 million in the aggregate. The loans have a weighted average interest rate of 4.05 percent per annum and are secured by three manufactured home communities and one RV resort.
In October 2016, we closed on a loan of approximately $15.0 million, secured by one manufactured home community, with a stated interest rate of 3.55 percent per annum.
About Equity LifeStyle Properties
We are a self-administered, self-managed real estate investment trust (“REIT”) with headquarters in Chicago.
As of October 17, 2016, we own or have an interest in 391 quality properties in 32 states and British Columbia consisting of 146,298 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, October 18, 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
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
Second Quarter 2017
 
Monday, July 17, 2017
 
Tuesday, July 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

 
ii 
 



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 and 2017 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
Cantor Fitzgerald
Citi Research
 
Gaurav Mehta
Michael Bilerman/ Nick Joseph
Wells Fargo Securities
212-915-1221
212-816-1383
Todd Stender
gmehta@cantor.com
michael.bilerman@citi.com
562-637-1371
 
nicholas.joseph@citi.com
todd.stender@wellsfargo.com
 
 
 
Bank of America Merrill Lynch Global Research
Evercore ISI
 
Juan Sanabria
Steve Sakwa/ Gwen Clark
 
646-855-1589
212-446-5600
 
juan.sanabria@baml.com
steve.sakwa@evercoreisi.com
 
 
gwen.clark@evercoreisi.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.

3Q 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
 
September 30, 2016
June 30,
2016
March 31, 2016
December 31, 2015
September 30, 2015
Operating Information
 
 
 
 
 
Total revenues
$
226.2

$
210.1

$
220.1

$
201.6

$
210.1

Net income
$
46.8

$
40.8

$
57.2

$
39.8

$
42.1

Net income available for Common Stockholders
$
41.0

$
35.5

$
50.6

$
34.5

$
36.7

Adjusted EBITDA (1)
$
103.4

$
95.9

$
111.3

$
94.6

$
97.5

FFO available for Common Stock and OP Unit holders(1)(2)
$
76.9

$
68.9

$
84.6

$
67.1

$
70.3

Normalized FFO available for Common Stock and OP Unit holders(1)(2)
$
77.2

$
69.3

$
84.8

$
67.6

$
70.5

Funds available for distribution (FAD) available for Common Stock and OP Unit holders(1)(2)
$
67.2

$
58.4

$
77.4

$
57.0

$
62.5

 
 
 
 
 
 
Stock Outstanding (In thousands)
 and Per Share Data
 
 
 
 
 
Common Stock and OP Units, end of the period
92,507

92,499

91,802

91,461

91,505

Weighted average Common Stock and OP Unit outstanding - fully diluted
92,910

92,264

92,041

91,875

91,940

Net income per Common Share - fully diluted
$
0.48

$
0.42

$
0.60

$
0.41

$
0.43

FFO per Common Share - fully diluted
$
0.83

$
0.75

$
0.92

$
0.73

$
0.77

Normalized FFO per Common Share - fully diluted
$
0.83

$
0.75

$
0.92

$
0.74

$
0.77

Dividends per Common Share
$
0.425

$
0.425

$
0.425

$
0.375

$
0.375

 
 
 
 
 
 
Balance Sheet
 
 
 
 
 
Total assets (3)
$
3,470

$
3,486

$
3,415

$
3,400

$
3,423

Total liabilities (3)
$
2,396

$
2,420

$
2,400

$
2,408

$
2,434

 
 
 
 
 
 
Market Capitalization
 
 
 
 
 
Total debt
$
2,111

$
2,134

$
2,125

$
2,146

$
2,156

Total market capitalization (4)
$
9,387

$
9,675

$
8,938

$
8,380

$
7,651

 
 
 
 
 
 
Ratios
 
 
 
 
 
Total debt / total market capitalization
22.5
%
22.1
%
23.8
%
25.6
%
28.2
%
Total debt + preferred stock / total market capitalization
23.9
%
23.5
%
25.3
%
27.2
%
30.0
%
Total debt / Adjusted EBITDA (5)
5.2

5.3

5.4

5.5

5.6

Interest coverage (6)
4.1

4.0

4.0

3.8

3.7

Fixed charges + preferred distributions coverage (7)
3.6

3.5

3.5

3.4

3.3





______________________
1.
See Non-GAAP Financial Measure Definitions and Other Terms at the end of the supplemental information for definition 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 and September 30, 2015, deferred financing costs of approximately $19.7 million and $20.3 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 18 for market capitalization calculation as of September 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 Non-GAAP Financial Measure Definitions and Other Terms at the end of the supplemental information 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.

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



Balance Sheet

(In thousands, except share and per share data)

 
September 30,
2016
 
December 31,
2015
 
(unaudited)
 
Assets
 
 
 
Investment in real estate:
 
 
 
Land
$
1,155,587

 
$
1,101,676

Land improvements
2,863,758

 
2,787,882

Buildings and other depreciable property
622,045

 
588,041

 
4,641,390

 
4,477,599

Accumulated depreciation
(1,368,942
)
 
(1,282,423
)
Net investment in real estate
3,272,448

 
3,195,176

Cash
68,812

 
80,258

Notes receivable, net
34,277

 
35,463

Investment in unconsolidated joint ventures
19,198

 
17,741

Deferred commission expense
31,435

 
30,865

Escrow deposits, goodwill, and other assets, net (1)
44,213

 
40,897

Total Assets
$
3,470,383

 
$
3,400,400

Liabilities and Equity
 
 
 
Liabilities:
 
 
 
Mortgage notes payable (1)
$
1,892,692

 
$
1,926,880

Term loan (1)
199,327

 
199,172

Unsecured lines of credit

 

Accrued expenses and accounts payable
94,103

 
76,044

Deferred revenue – upfront payments from right-to-use contracts
80,832

 
78,405

Deferred revenue – right-to-use annual payments
10,578

 
9,878

Accrued interest payable
8,128

 
8,715

Rents and other customer payments received in advance and security deposits
70,794

 
74,300

Distributions payable
39,315

 
34,315

Total Liabilities
2,395,769

 
2,407,709

Equity:
 
 
 
Stockholders’ Equity:
 
 
 
Preferred stock, $0.01 par value, 9,945,539 shares authorized as of September 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 September 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 September 30, 2016 and December 31, 2015; 85,303,937 and 84,253,065 shares issued and outstanding as of September 30, 2016 and December 31, 2015, respectively
852

 
843

Paid-in capital
1,096,916

 
1,039,140

Distributions in excess of accumulated earnings
(231,879
)
 
(250,506
)
Accumulated other comprehensive loss
(646
)
 
(553
)
Total Stockholders’ Equity
1,001,387

 
925,068

Non-controlling interests – Common OP Units
73,227

 
67,623

Total Equity
1,074,614

 
992,691

Total Liabilities and Equity
$
3,470,383

 
$
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.

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



Consolidated Income Statement

(In thousands, unaudited)

 
Quarters Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2016
 
2015
 
2016
 
2015
Revenues:
 
 
 
 
 
 
 
Community base rental income
$
117,164

 
$
110,908

 
$
346,625

 
$
330,251

Rental home income
3,484

 
3,413

 
10,572

 
10,526

Resort base rental income
54,486

 
49,765

 
154,652

 
142,837

Right-to-use annual payments
11,349

 
11,334

 
33,590

 
33,260

Right-to-use contracts current period, gross
3,672

 
3,889

 
9,290

 
10,264

Right-to-use contract upfront payments, deferred, net
(1,327
)
 
(1,701
)
 
(2,427
)
 
(3,929
)
Utility and other income
21,174

 
20,027

 
61,490

 
58,010

Gross revenues from home sales
10,895

 
7,878

 
28,239

 
24,341

Brokered resale revenue and ancillary services revenues, net
920

 
1,051

 
2,736

 
4,045

Interest income
1,767

 
1,758

 
5,052

 
5,314

Income from other investments, net
2,581

 
1,822

 
6,574

 
5,119

    Total revenues
226,165

 
210,144

 
656,393

 
620,038

 
 
 
 
 
 
 
 
Expenses:
 
 
 
 
 
 
 
Property operating and maintenance
73,410

 
69,227

 
203,011

 
194,522

Rental home operating and maintenance
1,768

 
1,874

 
4,874

 
5,232

Real estate taxes
13,467

 
12,923

 
39,534

 
38,169

Sales and marketing, gross
3,100

 
3,105

 
8,524

 
9,139

Right-to-use contract commissions, deferred, net
(200
)
 
(464
)
 
(212
)
 
(1,471
)
Property management
11,863

 
11,361

 
35,670

 
33,750

Depreciation on real estate assets and rental homes
29,518

 
28,410

 
87,203

 
84,861

Amortization of in-place leases
1,376

 
616

 
2,139

 
1,950

Cost of home sales
10,745

 
7,868

 
28,507

 
23,685

Home selling expenses
909

 
861

 
2,548

 
2,386

General and administrative
7,653

 
7,225

 
23,315

 
22,172

Property rights initiatives and other
855

 
687

 
2,036

 
1,934

Early debt retirement

 

 

 
16,922

Interest and related amortization
25,440

 
26,227

 
76,635

 
79,648

    Total expenses
179,904

 
169,920

 
513,784

 
512,899

Income before equity in income of unconsolidated joint ventures
46,261

 
40,224

 
142,609

 
107,139

Equity in income of unconsolidated joint ventures
496

 
1,882

 
2,142

 
3,606

Consolidated net income
46,757

 
42,106

 
144,751

 
110,745

 
 
 
 
 
 
 
 
Income allocated to non-controlling interest-Common OP Units
(3,462
)
 
(3,136
)
 
(10,770
)
 
(8,191
)
Series C Redeemable Perpetual Preferred Stock Dividends
(2,297
)
 
(2,297
)
 
(6,910
)
 
(6,910
)
Net income available for Common Stockholders
$
40,998

 
$
36,673

 
$
127,071

 
$
95,644













3Q 2016 Supplemental information
4 
Equity LifeStyle Properties, Inc.



























Non-GAAP Financial Measures





3Q 2016 Supplemental information
5 
Equity LifeStyle Properties, Inc.



Third Quarter 2016 - Selected Non-GAAP Financial Measures

(In millions, except per share data, unaudited)

 
Quarter Ended
 
September 30, 2016
Income from property operations, excluding deferrals and property management - 2016 Core (1)
$
117.9

Income from property operations, excluding deferrals and property management - Acquisitions (2)
1.7

Property management and general and administrative (excluding transaction costs)
(19.2
)
Other income and expenses
4.5

Financing costs and other
(27.7
)
Normalized FFO available for Common Stock and OP Unit holders (3)
77.2

Transaction costs
(0.3
)
FFO available for Common Stock and OP Unit holders (3)
$
76.9

 
 
Normalized FFO per Common Share - fully diluted
$
0.83

FFO per Common Share - fully diluted
$
0.83

 
 
 
 
Normalized FFO available for Common Stock and OP Unit holders (3)
$
77.2

Non-revenue producing improvements to real estate
(10.0
)
FAD available for Common Stock and OP Unit holders (3)
$
67.2

 
 
Weighted average Common Stock and OP Units - fully diluted
92.9

 
 
















___________________
1.
See Non-GAAP Financial Measure Definitions and Other Terms at the end of the supplemental information 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 Non-GAAP Financial Measure Definitions and Other Terms at the end of the supplemental information 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 and Non-revenue producing improvements in Non-GAAP Financial Measure Definitions and Other Terms at the end of the supplemental information.

3Q 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
 
Nine Months Ended
 
September 30,
 
September 30,
 
2016
 
2015
 
2016
 
2015
   Net income available for Common Stockholders
$
40,998

 
$
36,673

 
$
127,071

 
$
95,644

Income allocated to Common OP Units
3,462

 
3,136

 
10,770

 
8,191

Right-to-use contract upfront payments, deferred, net (1)
1,327

 
1,701

 
2,427

 
3,929

Right-to-use contract commissions, deferred, net (2)
(200
)
 
(464
)
 
(212
)
 
(1,471
)
Depreciation on real estate assets
26,847

 
25,747

 
79,218

 
76,811

Depreciation on rental homes 
2,671

 
2,663

 
7,985

 
8,050

Amortization of in-place leases
1,376

 
616

 
2,139

 
1,950

Depreciation on unconsolidated joint ventures
373

 
274

 
968

 
799

   FFO available for Common Stock and OP Unit holders (3)
76,854

 
70,346

 
230,366

 
193,903

Transaction costs (4)
327

 
121

 
925

 
603

Early debt retirement

 

 

 
16,922

   Normalized FFO available for Common Stock and OP Unit holders(3)
77,181

 
70,467

 
231,291

 
211,428

Non-revenue producing improvements to real estate
(10,004
)
 
(7,931
)
 
(28,322
)
 
(26,196
)
   FAD available for Common Stock and OP Unit holders (3)
$
67,177

 
$
62,536

 
$
202,969

 
$
185,232

 
 
 
 
 
 
 
 
Net income available per Common Share - Basic
$
0.48

 
$
0.44

 
$
1.50

 
$
1.14

Net income available per Common Share - Fully Diluted
$
0.48

 
$
0.43

 
$
1.49

 
$
1.13

 
 
 
 
 
 
 
 
FFO per Common Share & OP Units-Basic
$
0.83

 
$
0.77

 
$
2.51

 
$
2.13

FFO per Common Share & OP Units-Fully Diluted
$
0.83

 
$
0.77

 
$
2.49

 
$
2.11

 
 
 
 
 
 
 
 
Normalized FFO per Common Share & OP Units-Basic
$
0.84

 
$
0.77

 
$
2.52

 
$
2.32

Normalized FFO per Common Share & OP Units-Fully Diluted
$
0.83

 
$
0.77

 
$
2.50

 
$
2.30

 
 
 
 
 
 
 
 
Average Common Stock - Basic
85,105

 
84,057

 
84,649

 
84,016

Average Common Stock and OP Units - Basic
92,307

 
91,269

 
91,854

 
91,236

Average Common Stock and OP Units - Fully Diluted
92,910

 
91,940

 
92,405

 
91,877

 
 
 
 
 
 
 
 










_____________________________
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 Non-GAAP Financial Measure Definitions and Other Terms at the end of the supplemental information for non-GAAP financial measure definitions of FFO, Normalized FFO and FAD and for the definition of Non-revenue producing improvements.
4.
Included in general and administrative on the Consolidated Income Statement on page 4.

3Q 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
 
Nine Months Ended
 
September 30,
 
September 30,
 
2016
 
2015
 
2016
 
2015
Community base rental income (2)
$
117.2

 
$
110.9

 
$
346.6

 
$
330.3

Rental home income
3.5

 
3.4

 
10.6

 
10.5

Resort base rental income (3)
54.5

 
49.8

 
154.6

 
142.8

Right-to-use annual payments
11.3

 
11.3

 
33.6

 
33.3

Right-to-use contracts current period, gross
3.7

 
3.9

 
9.3

 
10.3

Utility and other income
21.1

 
20.0

 
61.5

 
58.0

    Property operating revenues
211.3

 
199.3

 
616.2

 
585.2

 
 
 
 
 
 
 
 
Property operating, maintenance and real estate taxes
86.8

 
82.1

 
242.5

 
232.8

Rental home operating and maintenance
1.8

 
1.9

 
4.9

 
5.2

Sales and marketing, gross
3.1

 
3.1

 
8.5

 
9.1

    Property operating expenses
91.7

 
87.1

 
255.9

 
247.1

Income from property operations, excluding deferrals and property management (1)
$
119.6

 
$
112.2

 
$
360.3

 
$
338.1

 
 
 
 
 
 
 
 
Manufactured home site figures and occupancy averages:
 
 
 
 
 
 
 
Total sites
70,999

 
70,126

 
70,507

 
70,112

Occupied sites
66,330

 
64,918

 
65,697

 
64,767

Occupancy %
93.4
%
 
92.6
%
 
93.2
%
 
92.4
%
Monthly base rent per site
$
589

 
$
569

 
$
586

 
$
567

 
 
 
 
 
 
 
 
Resort base rental income:
 
 
 
 
 
 
 
Annual
$
31.3

 
$
29.1

 
$
91.6

 
85.5

Seasonal
4.2

 
3.9

 
24.6

 
22.6

Transient
19.0

 
16.8

 
38.4

 
34.7

     Total resort base rental income
$
54.5

 
$
49.8

 
$
154.6

 
$
142.8












_________________________
1.
See page 4 for the Consolidated Income Statement and see Non-GAAP Financial Measure Definitions and Other Terms at the end of the supplemental information 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.


3Q 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
 
 
 
Nine Months Ended
 
 
 
September 30,
 
%
 
September 30,
 
%
 
2016
 
2015
 
Change (2)
 
2016
 
2015
 
Change (2)
Community base rental income (3)
$
116.0

 
$
110.8

 
4.7
 %
 
$
345.0

 
$
330.0

 
4.6
 %
Rental home income
3.5

 
3.4

 
2.2
 %
 
10.6

 
10.5

 
0.5
 %
Resort base rental income (4)
52.8

 
49.3

 
7.0
 %
 
150.7

 
142.0

 
6.1
 %
Right-to-use annual payments
11.3

 
11.3

 
0.1
 %
 
33.6

 
33.3

 
1.0
 %
Right-to-use contracts current period, gross
3.7

 
3.9

 
(5.6
)%
 
9.3

 
10.3

 
(9.5
)%
Utility and other income
20.9

 
20.0

 
4.7
 %
 
61.0

 
57.9

 
5.3
 %
    Property operating revenues
208.2

 
198.7

 
4.7
 %
 
610.2

 
584.0

 
4.5
 %
 
 
 
 
 
 
 
 
 
 
 
 
Property operating, maintenance and real estate taxes
85.4

 
81.7

 
4.5
 %
 
239.7

 
232.1

 
3.3
 %
Rental home operating and maintenance
1.8

 
1.9

 
(5.8
)%
 
4.9

 
5.2

 
(6.9
)%
Sales and marketing, gross
3.1

 
3.1

 
(0.2
)%
 
8.5

 
9.1

 
(6.7
)%
    Property operating expenses
90.3

 
86.7

 
4.1
 %
 
253.1

 
246.4

 
2.7
 %
Income from property operations, excluding deferrals and property management (1)
$
117.9

 
$
112.0

 
5.3
 %
 
$
357.1

 
$
337.6

 
5.8
 %
Occupied sites (5)
65,464

 
64,880

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Core manufactured home site figures and occupancy averages:
 
 
 
 
 
 
Total sites
69,830

 
69,848

 
 
 
69,833

 
69,851

 
 
Occupied sites
65,327

 
64,785

 
 
 
65,183

 
64,644

 
 
Occupancy %
93.6
%
 
92.8
%
 
 
 
93.3
%
 
92.5
%
 
 
Monthly base rent per site
$
592

 
$
570

 
 
 
$
588

 
$
567

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Resort base rental income:
 
 
 
 
 
 
 
 
 
 
 
Annual
$
30.6

 
$
28.9

 
5.8
 %
 
$
89.9

 
$
85.1

 
5.7
 %
Seasonal
3.7

 
3.8

 
(1.9
)%
 
23.4

 
22.4

 
4.4
 %
Transient
18.5

 
16.6

 
11.3
 %
 
37.4

 
34.5

 
8.2
 %
     Total resort base rental income
$
52.8

 
$
49.3

 
7.0
 %
 
$
150.7

 
$
142.0

 
6.1
 %








___________________________
1.
See Non-GAAP Financial Measure Definitions and Other Terms at the end of the supplemental information 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 450 from 65,014 at December 31, 2015.

3Q 2016 Supplemental information
9 
Equity LifeStyle Properties, Inc.



Acquisitions - Income from Property Operations (1)

(In millions, unaudited)

 
Quarter Ended
 
Nine Months Ended
 
September 30,
2016
 
September 30,
2016
Community base rental income
$
1.2

 
$
1.6

Resort base rental income
1.7

 
3.9

Utility income and other property income
0.2

 
0.5

  Property operating revenues
3.1

 
6.0

 
 
 
 
  Property operating expenses
1.4

 
2.8

Income from property operations, excluding deferrals and property management
$
1.7

 
$
3.2






































______________________
1.
See Non-GAAP Financial Measure Definitions and Other Terms at the end of the supplemental information for definition of Acquisitions.


3Q 2016 Supplemental information
10 
Equity LifeStyle Properties, Inc.



Income from Rental Home Operations

(In millions, except occupied rentals, unaudited)

 
Quarters Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2016
 
2015
 
2016
 
2015
Manufactured homes:
 
 
 
 
 
 
 
New home
$
6.3

 
$
5.8

 
$
18.8

 
$
17.2

Used home
6.0

 
6.8

 
18.7

 
21.0

   Rental operations revenues (1)
12.3

 
12.6

 
37.5

 
38.2

Rental operations expense
1.8

 
1.9

 
4.9

 
5.2

   Income from rental operations, before depreciation
10.5

 
10.7

 
32.6

 
33.0

Depreciation on rental homes
2.7

 
2.7

 
8.0

 
8.1

   Income from rental operations, after depreciation
$
7.8

 
$
8.0

 
$
24.6

 
$
25.0

 
 
 
 
 
 
 
 
Occupied rentals: (2)
 
 
 
 
 
 
 
New
2,316

 
2,076

 
 
 
 
Used
2,473

 
2,876

 
 
 
 
   Total occupied rental sites
4,789

 
4,952

 
 
 
 

 
As of
 
September 30, 2016
 
September 30, 2015
Cost basis in rental homes: (3)
Gross
 
Net of Depreciation
 
Gross
 
Net of Depreciation
New
$
123.9

 
$
98.0

 
$
110.2

 
$
89.2

Used
52.6

 
27.0

 
58.8

 
39.0

  Total rental homes
$
176.5

 
$
125.0

 
$
169.0

 
$
128.2











__________________________
1.
For the quarters ended September 30, 2016 and 2015, approximately $8.9 million and $9.0 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 nine months ended September 30, 2016 and 2015, approximately $27.0 million and $27.6 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 September 30, 2016 and 2015 are 158 and 72 homes rented through our ECHO joint venture, respectively. For the nine months ended September 30, 2016 and 2015, the rental home investment associated with our ECHO joint venture totals approximately $5.7 million and $2.5 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 September 30, 2016 and 2015, our investment in the ECHO joint venture was approximately $15.3 million and $10.0 million, respectively.


3Q 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 September 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
 
Nine Months Ended
 
September 30,
 
September 30,
 
2016
 
2015
 
2016
 
2015
Total New Home Sales Volume (3)
207

 
123

 
508

 
352

     New Home Sales Volume - ECHO joint venture
65

 
52

 
162

 
140

New Home Sales Gross Revenues(3)
$
8,057

 
$
3,901

 
$
19,500

 
$
12,186

 
 
 
 
 
 
 
 
Total Used Home Sales Volume (3)
335

 
357

 
988

 
1,174

New Used Sales Gross Revenues(3)
$
2,838

 
$
3,977

 
$
8,739

 
$
12,155

 
 
 
 
 
 
 
 
Brokered Home Resales Volume
182

 
202

 
585

 
668

Brokered Home Resale Revenues, net
$
276

 
$
290

 
$
884

 
$
941

















__________________________
1.
Sites primarily utilized by approximately 106,700 members. Includes approximately 5,700 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. There was one used home sale from our ECHO joint venture for the quarter ended September 30, 2016.


3Q 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; (ix) ongoing legal matters and related fees; and (x) costs to restore property operations following storms or other unplanned events.

(In millions, except per share data, unaudited)

 
Quarter Ended
 
Year Ended
 
December 31, 2016
 
December 31, 2016
Income from property operations, excluding deferrals and property management - 2016 Core (2)
$
116.3

 
$
473.3

Income from property operations - Acquisitions (3)
1.6

 
4.8

Property management and general and administrative
(19.1
)
 
(77.1
)
Other income and expenses
1.6

 
14.2

Financing costs and other
(27.6
)
 
(111.2
)
Normalized FFO available for Common Stock and OP Unit holders (4)
72.8

 
304.0

Transaction costs

 
(0.9
)
FFO available for Common Stock and OP Unit holders (4)
72.8

 
303.1

    Depreciation on real estate and other
(28.0
)
 
(110.3
)
    Depreciation on rental homes
(2.7
)
 
(10.7
)
    Deferral of right-to-use contract sales revenue and commission, net
(0.6
)
 
(2.8
)
    Income allocated to non-controlling interest-Common OP Units
(3.2
)
 
(14.0
)
Net income available for Common Stockholders
$
38.3

 
$
165.3

 
 
 
 
 
 
 
 
Net income per Common Share - fully diluted (5)
$0.42 - $0.48

 
$1.91 - $1.97

FFO per Common Share - fully diluted
$0.75 - $0.81

 
$3.25 - $3.31

Normalized FFO per Common Share - fully diluted
$0.75 - $0.81

 
$3.26 - $3.32

 
 
 
 
Weighted average Common Stock outstanding - fully diluted
92.8

 
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 $111.3 million multiplied by an estimated growth rate of 4.6% and $448.8 million multiplied by an estimated growth rate of 5.5% for the quarter ended September 30, 2016 and the year ended December 31, 2016, respectively.
3.
See page 14 for the 2016 Assumptions regarding the Acquisition properties.
4.
See Non-GAAP Financial Measure Definitions and Other Terms at the end of the supplemental information 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.

3Q 2016 Supplemental information
13 
Equity LifeStyle Properties, Inc.



2016 Core Guidance Assumptions (1) 
(In millions, unaudited)
 
Quarter Ended
 
Fourth Quarter 2016
 
Year Ended
 
2016
 
December 31, 2015
 
Growth Factors (2)
 
December 31, 2015
 
Growth Factors (2)
Community base rental income
$
111.7

 
4.7
 %
 
$
441.6

 
4.6
 %
Rental home income
3.5

 
(0.4
)%
 
14.0

 
0.2
 %
Resort base rental income (3)
41.3

 
4.9
 %
 
183.4

 
5.8
 %
Right-to-use annual payments
11.2

 
0.3
 %
 
44.4

 
0.8
 %
Right-to-use contracts current period, gross
2.5

 
12.9
 %
 
12.8

 
(5.1
)%
Utility and other income
18.1

 
(1.3
)%
 
76.0

 
3.7
 %
    Property operating revenues
188.3

 
3.9
 %
 
772.2

 
4.3
 %
 
 
 
 
 
 
 
 
Property operating, maintenance, and real estate taxes
72.5

 
2.9
 %
 
304.5

 
3.2
 %
Rental home operating and maintenance
1.9

 
(2.1
)%
 
7.2

 
(5.6
)%
Sales and marketing, gross
2.6

 
9.4
 %
 
11.7

 
(3.2
)%
    Property operating expenses
77.0

 
3.0
 %
 
323.4

 
2.8
 %
Income from property operations, excluding deferrals and property management
 
$
111.3

 
4.6
 %
 
$
448.8

 
5.5
 %
 
 
 
 
 
 
 
 
Resort base rental income:
 
 
 
 
 
 
 
Annual
$
29.4

 
5.6
 %
 
$
114.6

 
5.7
 %
Seasonal
6.3

 
(1.0
)%
 
28.7

 
3.2
 %
Transient
5.6

 
8.0
 %
 
40.1

 
8.2
 %
    Total resort base rental income
$
41.3

 
4.9
 %
 
$
183.4

 
5.8
 %


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

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

 
$
2.9

Resort base rental income
1.5

 
5.4

Utility income and other property income
0.3

 
0.8

  Property operating revenues
3.0

 
9.1

 
 
 
 
Property operating, maintenance, and real estate taxes
1.4

 
4.2

  Property operating expenses


 


Income from property operations, excluding deferrals and property management
$
1.6

 
$
4.9




1.
See Non-GAAP Financial Measure Definitions and Other Terms at the end of the supplemental information 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.

3Q 2016 Supplemental information
14 
Equity LifeStyle Properties, Inc.



Preliminary 2017 Guidance - Selected Financial Data (1)

Our guidance acknowledges the existence of volatile economic conditions, which may impact our current guidance assumptions. Factors impacting 2017 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; and (x) costs to restore property operations following storms or other unplanned events.

(In millions, except per share data, unaudited)
 
Year Ended
 
December 31, 2017
Income from property operations, excluding deferrals and property management - 2017 Core (2)
$
495.8

Income from property operations - Acquisitions
6.5

Property management and general and administrative
(80.4
)
Other income and expenses
13.2

Financing costs and other
(109.3
)
Normalized FFO and FFO available for Common Shares (3)
325.8

    Depreciation on real estate and other
(109.2
)
    Depreciation on rental homes
(10.7
)
    Deferral of right-to-use contract sales revenue and commission, net
(2.6
)
    Income allocated to OP units
(15.8
)
Net income available for Common Shares
$
187.5

 
 
Net income per Common Share - fully diluted (4)
$2.14 - $2.24

FFO per Common Share - fully diluted
$3.45 - $3.55

Normalized FFO per Common Share - fully diluted
$3.45 - $3.55

 
 
Weighted average Common Shares outstanding - fully diluted
93.0














____________________________________
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 Shares, Normalized FFO per common share, FFO available for Common Shares, FFO per common share, Net income available for Common Shares and Net income per common share could vary materially from amounts presented above if any of our assumptions are incorrect.
2.
See page 16 for 2016 Core Guidance Assumptions. Amount represents estimated 2016 income from property operations, excluding deferrals and property management, from the 2016 Core properties of $475.0 million multiplied by an estimated growth rate of 4.4% for the year ended December 31, 2017.
3.
See Non-GAAP Financial Measure Definitions and Other Terms at the end of the supplemental information for definitions of Normalized FFO and FFO.
4.
Net income per fully diluted Common Share is calculated before Income allocated to Common OP Units.

3Q 2016 Supplemental information
15 
Equity LifeStyle Properties, Inc.



Preliminary 2017 Core (1) Guidance Assumptions -
Income from Property Operations

(In millions, unaudited)
 
Estimated
 
 2017 Growth
 
2016
 
 Factors (2)
Community base rental income
$
462.4

 
4.0
 %
Rental home income
14.0

 
(4.2
)%
Resort base rental income (3)
196.6

 
4.4
 %
Right-to-use annual payments
44.8

 
0.7
 %
Right-to-use contracts current period, gross
12.1

 
1.7
 %
Utility and other income
79.2

 
(1.3
)%
    Property operating revenues
809.1

 
3.2
 %
 
 
 
 
Property operating, maintenance, and real estate taxes
(315.9
)
 
1.8
 %
Rental home operating and maintenance
(6.8
)
 
(3.9
)%
Sales and marketing, gross
(11.4
)
 
(1.8
)%
    Property operating expenses
(334.1
)
 
1.5
 %
Income from property operations
$
475.0

 
4.4
 %
 
 
 
 
Resort base rental income:
 
 
 
Annual
$
122.3

 
5.0
 %
Seasonal
30.2

 
2.0
 %
Transient
44.1

 
4.5
 %
    Total resort base rental income
$
196.6

 
4.4
 %




















_______________________________
1.
See Non-GAAP Financial Measure Definitions and Other Terms at the end of the supplemental information for definition of Core and Acquisition properties.
2.
Management’s estimate of the growth of property operations in the 2017 Core Properties compared to actual 2016 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.


3Q 2016 Supplemental information
16 
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,
 
2013
 
2014
 
2015
 
2016 (1)
 
2017 (1)
Member Count (2)
98,277

 
96,130

 
102,413

 
106,900

 
108,800

Thousand Trails Camping Pass (TTC) Origination (3)
15,607

 
18,187

 
25,544

 
29,100

 
29,800

    TTC Sales
9,289

 
10,014

 
11,877

 
12,700

 
13,100

    RV Dealer TTC Activations
6,318

 
8,173

 
13,667

 
16,400

 
16,700

Number of annuals (4)
4,830

 
5,142

 
5,470

 
5,800

 
6,000

Number of upgrade sales (5)
2,999

 
2,978

 
2,687

 
2,500

 
2,600

 
 
 
 
 
 
 
 
 
 
Right-to-use annual payments (6)
$
47,967

 
$
44,860

 
$
44,441

 
$
44,800

 
$
45,100

Resort base rental income from annuals
$
11,148

 
$
12,491

 
$
13,821

 
$
15,400

 
$
17,200

Resort base rental income from seasonals/transients
$
12,692

 
$
13,894

 
$
15,795

 
$
17,100

 
$
18,100

Upgrade contract initiations (7)
$
13,815

 
$
13,892

 
$
12,783

 
$
12,100

 
$
12,300

Utility and other income
$
2,293

 
$
2,455

 
$
2,430

 
$
2,440

 
$
2,515

 
 
 
 
 
 
 
 
 
 
























________________________________
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, 2013, includes $2.1 million 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.

3Q 2016 Supplemental information
17 
Equity LifeStyle Properties, Inc.



Market Capitalization

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

Capital Structure as of September 30, 2016
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Common Stock/Units
% of Total Common Stock/Units
Total
% of Total
% of Total Market Capitalization
 
 
 
 
 
 
 
 
Secured Debt
 
 
$
1,911

90.5
%
 
 
Unsecured Debt
 
 
200

9.5
%
 
 
Total Debt (1)
 
 
$
2,111

100.0
%
22.5
%
 
 
 
 
 
 
 
 
Common Stock
85,303,937

92.2
%
 
 
 
 
OP Units
7,202,678

7.8
%
 
 
 
 
Total Common Stock and OP Units
92,506,615

100.0
%
 
 
 
 
Common Stock price at September 30, 2016
$
77.18

 
 
 
 
 
Fair Value of Common Stock
 
 
$
7,140

98.1
%
 
 
Perpetual Preferred Stock
 
 
136

1.9
%
 
 
Total Equity
 
 
$
7,276

100.0
%
77.5
%
 
 
 
 
 
 
 
 
Total Market Capitalization
 
 
$
9,387

 
100.0
%
 
 
 
 
 
 
 
 
Perpetual Preferred Stock as of September 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 $18.8 million.


3Q 2016 Supplemental information
18 
Equity LifeStyle Properties, Inc.



Debt Maturity Schedule

Debt Maturity Schedule as of September 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
 
$

 
%
 
$

 

 
$

 
%
 
%
 
2017
 
57,429

 
5.80
%
 

 

 
57,429

 
2.73
%
 
5.80
%
 
2018
 
200,273

 
5.97
%
 

 

 
200,273

 
9.52
%
 
5.97
%
 
2019
 
202,113

 
6.27
%
 

 

 
202,113

 
9.60
%
 
6.27
%
 
2020
 
122,452

 
6.13
%
 
200,000

 
2.39
%
 
322,452

 
15.32
%
 
3.81
%
 
2021
 
191,174

 
5.01
%
 

 

 
191,174

 
9.08
%
 
5.01
%
 
2022
 
151,199

 
4.59
%
 

 

 
151,199

 
7.18
%
 
4.59
%
 
2023
 
111,963

 
5.12
%
 

 

 
111,963

 
5.32
%
 
5.12
%
 
2024
 

 
%
 

 

 

 
%
 
%
 
Thereafter
 
868,026

 
4.18
%
 

 

 
868,026

 
41.24
%
 
4.18
%
 
Total
 
$
1,904,629

 
4.93
%
 
$
200,000

 
2.39
%
 
$
2,104,629

 
100.0
%
 
4.69
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note Premiums
 
6,213

 
 
 

 
 
 
6,213

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Debt
 
1,910,842

 
 
 
200,000

 
 
 
2,110,842

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred Financing Costs
 
(18,150
)
 
 
 
(673
)
 
 
 
(18,823
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Debt, net
 
1,892,692

 
4.92
%
(1) 
199,327

 
2.52
%
 
$
2,092,019

 
 
 
4.69
%
(1) 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average Years to Maturity
 
10.9
 
 
 
3.3
 
 
 
10.1
 
 
 
 
 























______________________
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.


3Q 2016 Supplemental information
19 
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.

3Q 2016 Supplemental information
20 
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
 
Nine Months Ended
 
 
 
September 30,
 
September 30,
 
 
 
2016
 
2015
 
2016
 
2015
 
Income before equity in income of unconsolidated joint ventures
 
$
46,261

 
$
40,224

 
$
142,609

 
$
107,139

 
Right-to-use upfront payments, deferred, net
 
1,327

 
1,701

 
2,427

 
3,929

 
Gross revenues from home sales
 
(10,895
)
 
(7,878
)
 
(28,239
)
 
(24,341
)
 
Brokered resale revenues and ancillary services revenues, net
 
(920
)
 
(1,051
)
 
(2,736
)
 
(4,045
)
 
Interest income
 
(1,767
)
 
(1,758
)
 
(5,052
)
 
(5,314
)
 
Income from other investments, net
 
(2,581
)
 
(1,822
)
 
(6,574
)
 
(5,119
)
 
Right-to-use contract commissions, deferred, net
 
(200
)
 
(464
)
 
(212
)
 
(1,471
)
 
Property management
 
11,863

 
11,361

 
35,670

 
33,750

 
Depreciation on real estate and rental homes
 
29,518

 
28,410

 
87,203

 
84,861

 
Amortization of in-place leases
 
1,376

 
616

 
2,139

 
1,950

 
Cost of homes sales
 
10,745

 
7,868

 
28,507

 
23,685

 
Home selling expenses
 
909

 
861

 
2,548

 
2,386

 
General and administrative
 
7,653

 
7,225

 
23,315

 
22,172

 
Property rights initiatives and other
 
855

 
687

 
2,036

 
1,934

 
Early debt retirement
 

 

 

 
16,922

 
Interest and related amortization
 
25,440

 
26,227

 
76,635

 
79,648

 
Income from property operations, excluding deferrals and property management
 
119,584

 
112,207

 
360,276

 
338,086

 
Right-to-use contracts, deferred and sales and marketing, deferred, net
 
(1,127
)
 
(1,237
)
 
(2,215
)
 
(2,458
)
 
Property management
 
(11,863
)
 
(11,361
)
 
(35,670
)
 
(33,750
)
 
Income from property operations
 
$
106,594

 
$
99,609

 
$
322,391

 
$
301,878

 
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
 
Nine Months Ended
 
 
 
September 30,
 
September 30,
 
 
 
2016
 
2015
 
2016
 
2015
 
Consolidated net income
 
$
46,757

 
$
42,106

 
$
144,751

 
$
110,745

 
Interest Income
 
(1,767
)
 
(1,758
)
 
(5,052
)
 
(5,314
)
 
Depreciation on real estate assets and rental homes
 
29,518

 
28,410

 
87,203

 
84,861

 
Amortization of in-place leases
 
1,376

 
616

 
2,139

 
1,950

 
Depreciation on corporate assets
 
282

 
275

 
840

 
1,089

 
Depreciation on unconsolidated joint ventures
 
373

 
274

 
968

 
800

 
Interest and related amortization
 
25,440

 
26,227

 
76,635

 
79,648

 
EBITDA
 
101,979

 
96,150

 
307,484

 
273,779

 
Right-to-use contract upfront payments, deferred, net
 
1,327

 
1,701

 
2,427

 
3,929

 
Right-to-use contract commissions, deferred, net
 
(200
)
 
(464
)
 
(212
)
 
(1,471
)
 
Transaction costs
 
327

 
121

 
925

 
603

 
Early debt retirement
 

 

 

 
16,922

 
Adjusted EBITDA
 
$
103,433

 
$
97,508

 
$
310,624

 
$
293,762

 
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.

3Q 2016 Supplemental information
21 
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.


3Q 2016 Supplemental information
22 
Equity LifeStyle Properties, Inc.