ELS Reports Fourth Quarter Results

  ELS Reports Fourth Quarter Results                             Strong Core Performance  Business Wire  CHICAGO -- January 27, 2014  Equity LifeStyle Properties, Inc. (NYSE: ELS) (referred to herein as “we,” “us,” and “our”) today announced results for the quarter and year ended December31, 2013. All per share results are reported on a fully diluted basis unless otherwise noted.  Financial Results for the Quarter Ended December31, 2013  Normalized Funds from Operations (“Normalized FFO”) increased $6.1 million, or $0.06 per common share, to $56.6 million, or $0.62 per common share, compared to $50.5 million, or $0.56 per common share, for the same period in 2012. Funds from Operations (“FFO”) increased $4.6 million, or $0.05 per common share, to $54.9 million, or $0.60 per common share, compared to $50.3 million, or $0.55 per common share, for the same period in 2012. Net income available for common stockholders decreased $0.1 million to $24.2 million, or $0.29 per common share, compared to $24.3 million, or $0.29 per common share, for the same period in 2012. During the fourth quarter we expensed $1.6 million of the contingent asset related to our Colony Cove property. Consistent with our Normalized FFO definition, this amount is added back when calculating Normalized FFO.  Portfolio Performance  For the quarter ended December31, 2013, property operating revenues, excluding deferrals, increased $10.2 million to $171.9 million compared to $161.7 million for the same period in 2012. For the year ended December31, 2013, property operating revenues, excluding deferrals, increased $32.1 million to $696.2 million compared to $664.1 million for the same period in 2012. For the quarter ended December31, 2013, income from property operations, excluding deferrals, increased $5.4 million to $99.3 million compared to $93.9 million for the same period in 2012. For the year ended December31, 2013, income from property operations, excluding deferrals, increased $16.8 million to $397.7 million compared to $380.9 million for the same period in 2012.  For the quarter ended December31, 2013, Core property operating revenues increased approximately 4.0 percent and income from Core property operations increased approximately 3.7 percent compared to the same period in 2012. For the year ended December31, 2013, Core property operating revenues increased approximately 3.3 percent and income from Core property operations increased approximately 3.1 percent compared to the same period in 2012.  Balance Sheet  We closed on $28.4 million of financing proceeds during the quarter as part of our $430 million long-term refinancing plan. These loans bear a stated interest rate of 4.35 percent per annum and mature in 2038. We also paid off $26.1 million in mortgages with a weighted average interest rate of 5.81 percent per annum which were set to mature on March 1, 2014.  Interest coverage was approximately 3.1 times in the quarter. Our cash balance as of December31, 2013 was approximately $58.4 million. Expanded disclosure on our balance sheet and debt statistics are included in the tables below.  Acquisitions  During the fourth quarter we closed on the acquisition of one RV resort and, in January 2014, we closed on the acquisition of two additional RV resorts for a total purchase price of approximately $31.5 million. These properties, located in Wisconsin, collectively contain 1,456 sites.  Executive Officer Promotions  Effective immediately, Mr. Paul Seavey has been promoted to Executive Vice President, Chief Financial Officer and Treasurer and will continue to have oversight of our financial, tax and information technology departments.Mr. Patrick Waite has been promoted to Executive Vice President – Property Operations and will continue to have oversight of our property operations.  General Information  As of January 27, 2014, we own or have an interest in 379 quality properties in 32 states and British Columbia consisting of 140,298 sites. We are a self-administered, self-managed real estate investment trust (“REIT”) with headquarters in Chicago.  A live webcast of our conference call discussing these results will be available via our website in the Investor Information section at www.equitylifestyle.com at 10:00 a.m. Central Time on January 28, 2014.  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 recent 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 2014 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 transactions in their entirety and future transactions,     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;” 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.  Tables follow:   Fourth Quarter 2013 - Selected Financial Data                                                             (In millions, except per share data, unaudited)                                                                                                                            Quarter Ended                                                              December 31, 2013 Income from property operations - 2013 Core ^(1)             $     97.4 Income from property operations - Acquisitions ^(2)          1.9 Loss from discontinued operations                            (0.1          ) Property management and general and administrative           (16.5         ) (excluding transaction costs) Other income and expenses                                    5.0 Financing costs and other                                    (31.1         ) Normalized FFO ^ (3)                                         56.6 Change in fair value of contingent consideration asset       (1.6          ) ^(4) Transaction costs                                            (0.2          ) Early debt retirement                                        0.1            FFO ^(3) (5)                                                 $     54.9                                                                   Normalized FFO per share - fully diluted                     $     0.62 FFO per share - fully diluted                                $     0.60                                                                                                                             Normalized FFO ^(3)                                          $     56.6 Non-revenue producing improvements to real estate            (7.9          ) Funds available for distribution (FAD) ^(3)                  $     48.7                                                                   FAD per share - fully diluted                                $     0.53                                                               Weighted average shares outstanding - fully diluted          91.3  ___________________________  1. See page 8 for details of the 2013 Core Income from Property Operations.  2. See page 9 for details of the Income from Property Operations for the properties acquired during 2012 and 2013 (the “Acquisitions”).  3. See page 6 for a detailed reconciliation of Net income available for Common Shares to FFO, Normalized FFO and FAD. See definitions of FFO, Normalized FFO and FAD on page 21.  4. We acquired Colony Cove as part of the Hometown acquisition. Our ownership of this 2,200 site community consists of a fee interest as well as a leasehold interest. The lease terms include an option to purchase the underlying fee interest upon the death of the lessor as well as scheduled increases of the monthly payments and the option purchase price. We negotiated with Hometown to cap our exposure to increases in both the ground lease payments and the option purchase price. At closing, Hometown deposited shares of ELS stock into escrow and agreed to release shares to us each quarter until the option could be exercised at which time any remaining shares would be released to Hometown. We recorded this escrow as a contingent asset on our balance sheet. We have received quarterly distributions from the escrow to offset the lease and option price increases. During the fourth quarter, we learned of the death of the lessor and we intend to exercise the purchase option. The December 31, 2013 contingent asset balance of $1.9 million represents the $1.1 million fair value estimate of shares distributed to us on January 1, 2014 and the $0.8 million fair value estimate of shares we anticipate receiving before closing on the purchase option. The $1.6 million change in fair value of contingent consideration asset is net of the fourth quarter $0.3 million fair value increase.  5. Fourth quarter 2013 FFO, adjusted to include a deduction for depreciation expense on rental homes, would have been $53.2 million, or $0.58 per fully diluted share.   Consolidated Income Statement                                                    (In thousands, unaudited)                                                                                 Quarter Ended              Year Ended                           December 31,               December 31,                           2013         2012         2013         2012 Revenues: Community base rental     $ 104,400     $ 99,421     $ 409,801     $ 394,606 income Rental home income        3,691         3,227        14,267        11,649 Resort base rental        33,366        29,824       147,234       134,327 income Right-to-use annual       12,078        11,575       47,967        47,662 payments Right-to-use contracts    3,243         3,753        13,142        13,433 current period, gross Right-to-use contracts, deferred, net of prior    (1,248    )   (2,014   )   (5,694    )   (6,694    ) period amortization Utility and other         15,106        13,911       63,800        62,470 income Gross revenues from       5,543         2,645        17,871        8,230 home sales Brokered resale revenue and ancillary services    90            (120     )   4,212         3,093 revenues, net Interest income           2,086         2,003        8,260         8,135 Income from other         1,526        1,087       7,515        6,795      investments, net ^(1) Total revenues            179,881       165,312      728,375       683,706                                                                     Expenses: Property operating and    54,714        51,971       229,897       220,415 maintenance Rental home operating     2,167         1,962        7,474         6,369 and maintenance Real estate taxes         12,407        10,861       48,279        45,590 Sales and marketing,      3,300         2,997        12,836        10,845 gross Sales and marketing, deferred commissions,     (586      )   (981     )   (2,410    )   (3,155    ) net Property management       9,813         9,694        40,193        37,999 Depreciation on real estate assets and         26,436        25,558       108,229       102,083 rental homes Amortization of           1,137         808          1,940         39,467 in-place leases Cost of home sales        5,459         2,533        17,296        9,018 Home selling expenses     541           340          2,085         1,391 General and               6,951         7,070        28,211        26,388 administrative ^(2) Early debt retirement     (67       )   —            37,844        — Rent control              394           389          2,771         1,456 initiatives and other Interest and related      28,816       30,957      118,522      123,992    amortization Total expenses            151,482       144,159      653,167       621,858 Income from continuing operations before equity in income of       28,399       21,153      75,208       61,848     unconsolidated joint ventures Equity in income of unconsolidated joint      415          375         2,039        1,899      ventures Consolidated income from continuing           28,814       21,528      77,247       63,747     operations                                                                     Discontinued Operations: (Loss) income from        (82       )   2,891        7,133         6,116 discontinued operations (Loss) gain on sale of    (19       )   4,596       41,525       4,596      property, net of tax (Loss) income from        (101      )   7,487       48,658       10,712     discontinued operations Consolidated net income   28,713        29,015       125,905       74,459                                                                     Income allocated to non-controlling           (2,224    )   (2,176   )   (9,706    )   (5,067    ) interest-Common OP Units Series A Redeemable Perpetual Preferred       —             (242     )   —             (11,704   ) Stock Dividends Series C Redeemable Perpetual Preferred       (2,329    )   (2,322   )   (9,280    )   (2,909    ) Stock Dividends Net income available      $ 24,160     $ 24,275    $ 106,919    $ 54,779   for Common Shares  _________________________________________  1. For the quarter and year ended December31, 2013, includes a $1.6 million and a $1.4 million decrease, respectively, and for the quarter and year ended December 31, 2012, includes a $0.1 million decrease and a $0.5 million increase, respectively, resulting from the change in the fair value of a contingent asset. See footnote 4 on page 4 for a detailed explanation.  2. Includes transaction costs, see Reconciliation of Net Income to FFO, Normalized FFO and FAD on page 6.   Reconciliation of Net Income to FFO, Normalized FFO and FAD  (In thousands, except per share data (prior periods adjusted for stock split), unaudited)                                                                               Quarter Ended             Year Ended                            December 31,              December 31,                            2013        2012         2013         2012 Net income available for   $ 24,160     $ 24,275     $ 106,919     $ 54,779 Common Shares Income allocated to        2,224        2,176        9,706         5,067 common OP Units Right-to-use contract upfront payments,          1,248        2,014        5,694         6,694 deferred, net ^(1) Right-to-use contract commissions, deferred,     (586     )   (981     )   (2,410    )   (3,155    ) net ^(2) Depreciation on real       24,748       24,065       101,694       96,530 estate assets Depreciation on real estate assets,             —            738          1,536         2,832 discontinued operations Depreciation on rental     1,688        1,493        6,535         5,553 homes Amortization of in-place   1,137        808          1,940         39,467 leases Amortization of in-place leases, discontinued       —            —            —             5,656 operations Depreciation on unconsolidated joint       228          293          960           1,166 ventures Loss (gain) on sale of     19          (4,596   )   (41,525   )   (4,596    ) property, net of tax FFO ^(3) (4)               $ 54,866     $ 50,285     $ 191,049     $ 209,993 Change in fair value of contingent consideration   1,566        50           1,442         (462      ) asset ^(5) Transaction costs ^(6)     223          157          1,963         157 Early debt retirement      (67      )   —           37,844       —          Normalized FFO ^(3)        56,588       50,492       232,298       209,688 Non-revenue producing improvements to real       (7,915   )   (9,246   )   (24,881   )   (29,287   ) estate FAD ^(3)                   $ 48,673    $ 41,246    $ 207,417    $ 180,401                                                                      Income from continuing operations per Common      $ 0.29       $ 0.21       $ 0.75        $ 0.55 Share - Basic Income from continuing operations per Common      $ 0.29       $ 0.21       $ 0.75        $ 0.54 Share - Fully Diluted                                                                                                                                         Net income per Common      $ 0.29       $ 0.29       $ 1.29        $ 0.67 Share - Basic Net income per Common      $ 0.29       $ 0.29       $ 1.28        $ 0.66 Share - Fully Diluted                                                                                                                                         FFO per Common Share -     $ 0.61       $ 0.56       $ 2.11        $ 2.33 Basic FFO per Common Share -     $ 0.60       $ 0.55       $ 2.09        $ 2.31 Fully Diluted                                                                                                                                         Normalized FFO per         $ 0.62       $ 0.56       $ 2.56        $ 2.32 Common Share - Basic Normalized FFO per Common Share - Fully       $ 0.62       $ 0.56       $ 2.55        $ 2.31 Diluted                                                                                                                                         FAD per Common Share -     $ 0.54       $ 0.46       $ 2.29        $ 2.00 Basic FAD per Common Share -     $ 0.53       $ 0.45       $ 2.27        $ 1.99 Fully Diluted                                                                                                                                         Average Common Shares -    83,003       82,569       83,018        82,348 Basic Average Common Shares      90,679       90,320       90,567        90,225 and OP Units - Basic Average Common Shares and OP Units - Fully       91,334       90,944       91,196        90,862 Diluted  _____________________________  1. We are required by GAAP to defer, over the estimated customer life, recognition of non-refundable upfront payments from the entry of right-to-use contracts and upgrade sales. The customer life is currently estimated to range from one to 31 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 definitions of FFO, Normalized FFO and FAD on page 21.  4. FFO, adjusted to include a deduction for depreciation expense on rental homes for the quarter ended December31, 2013 and 2012, would have been $53.2 million, or $0.58 per fully diluted share, and $48.8 million, or $0.54 per fully diluted share, respectively, and for the year ended December31, 2013 and 2012, would have been $184.5 million, or $2.02 per fully diluted share, and $204.4 million, or $2.25 per fully diluted share, respectively.  5. Included in the line item Income from other investments, net on the Consolidated Income Statement on page 5. See footnote 4 on page 4 for a detailed explanation.  6. Included in the line item general and administrative on the Consolidated Income Statement on page 5.   Consolidated Income from Property Operations ^(1)  (In millions, except home site and occupancy figures, unaudited)                                                                                          Quarter Ended          Year Ended                                   December 31,           December 31,                                   2013       2012       2013       2012 Community base rental income      $ 104.4     $ 99.4     $ 409.8     $ 394.6 ^(2) Rental home income                3.7         3.2        14.3        11.6 Resort base rental income ^(3)    33.4        29.8       147.2       134.3 Right-to-use annual payments      12.1        11.6       48.0        47.7 Right-to-use contracts current    3.2         3.8        13.1        13.4 period, gross Utility and other income          15.1       13.9      63.8       62.5     Property operating revenues       171.9       161.7      696.2       664.1                                                                       Property operating, maintenance, and real estate      67.1        62.8       278.2       266.0 taxes Rental home operating and         2.2         2.0        7.5         6.4 maintenance Sales and marketing, gross        3.3        3.0       12.8       10.8     Property operating expenses       72.6       67.8      298.5      283.2    Income from property operations   $ 99.3     $ 93.9    $ 397.7    $ 380.9                                                                        Manufactured home site figures and occupancy averages: Total sites                       69,972      68,773     69,267      68,764 Occupied sites                    64,206      62,773     63,471      62,609 Occupancy %                       91.8    %   91.3   %   91.6    %   91.0    % Monthly base rent per site        $ 542       $ 528      $ 538       $ 525                                                                       Core total sites                  68,634      68,645     68,635      68,636 Core occupied sites               63,061      62,773     62,994      62,605 Core occupancy %                  91.9    %   91.4   %   91.8    %   91.2    % Core monthly base rent per site   $ 542       $ 528      $ 538       $ 525                                                                       Resort base rental income: Annual                            $ 24.4      $ 22.4     $ 94.6      $ 87.3 Seasonal                          4.9         4.1        22.9        21.1 Transient                         4.1        3.3       29.7       25.9     Total resort base rental income   $ 33.4     $ 29.8    $ 147.2    $ 134.3   _________________________  1. See page 5 for a complete Income Statement. The line items that we include in property operating revenues and property operating expenses are also individually included in our Consolidated Income Statement. Income from property operations excludes property management expenses and the GAAP deferral of right-to-use contract upfront payments and related commissions, net.  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.   2013 Core Income from Property Operations ^(1)  (In millions, except home site and occupancy figures, unaudited)                                                                                     Quarter Ended                     Year Ended                December 31,           %          December 31,            %                2013       2012       Change    2013       2012       Change                                       ^(2)                               ^ (2) Community base rental    $ 102.5     $ 99.4     3.0   %    $ 406.6     $ 394.6     3.0  % income ^(3) Rental home    3.7         3.2        13.9  %    14.3        11.6        22.2 % income Resort base rental         31.9        29.8       7.0   %    141.2       134.4       5.2  % income ^(4) Right-to-use annual         12.1        11.6       4.3   %    48.0        47.7        0.6  % payments Right-to-use contracts current        3.2         3.8        (13.6 )%   13.1        13.4        (2.2 )% period, gross Utility and other income   14.8       13.9      6.8   %    63.1       62.4       1.1  % ^(5) Property operating      168.2       161.7      4.0   %    686.3       664.1       3.3  % revenues                                                                           Property operating, maintenance,   65.4        62.8       4.0   %    273.2       265.9       2.7  % and real estate taxes Rental home operating      2.1         2.0        9.0   %    7.4         6.4         16.7 % and maintenance Sales and marketing,     3.3        3.0       10.1  %    12.8       10.8       18.3 % gross Property operating      70.8       67.8      4.4   %    293.4      283.1      3.7  % expenses Income from property       $ 97.4     $ 93.9    3.7   %    $ 392.9    $ 381.0    3.1  % operations Occupied       63,188      62,876 sites ^(6)                                                                           Core manufactured home site figures and occupancy averages: Total sites    68,634      68,645                68,635      68,636 Occupied       63,061      62,773                62,994      62,605 sites Occupancy %    91.9    %   91.4   %              91.8    %   91.2    % Monthly base rent per       $ 542       $ 528                 $ 538       $ 525 site                                                                           Resort base rental income: Annual         $ 23.3      $ 22.4     4.0   %    $ 90.6      $ 87.2      3.9  % Seasonal       4.8         4.1        16.0  %    22.2        21.1        5.3  % Transient      3.8        3.3       16.5  %    28.5       26.0       9.5  % Total resort base rental    $ 31.9     $ 29.8    7.0   %    $ 141.3    $ 134.3    5.2  % income  ____________________________  1. 2013 Core properties include properties we owned and operated during all of 2012 and 2013. Income from property operations excludes property management expenses and the GAAP deferral of right-to-use contract upfront payments and related commissions, net.  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. During the year ended December31, 2012, we recognized approximately $2.1 million of cable service prepayments due to the bankruptcy of a third-party cable service provider at certain properties.  6. Occupied sites as of the end of the period shown. Occupied sites have increased by 312 from 62,876 at December31, 2012.   Acquisitions - Income from Property Operations ^(1)  (In millions, unaudited)                                                                                                                                        Quarter Ended   Year Ended                                            December 31,    December 31,                                            2013            2013 Community base rental income               $   1.9         $     3.2 Resort base rental income                  1.5             6.0 Utility income and other property income   0.3            0.7 Property operating revenues                3.7             9.9                                                             Property operating expenses                1.8            5.1 Income from property operations            $   1.9        $     4.8  ______________________  1. Represents actual performance of two properties we acquired during 2012 and five properties we acquired during 2013. Excludes property management expenses.   Income from Rental Home Operations  (In millions, except occupied rentals, unaudited)                                                                                                 Quarter Ended       Year Ended                                        December 31,        December 31,                                        2013     2012      2013      2012 Manufactured homes: New home                               $ 5.7     $ 5.1     $ 22.3     $ 17.9 Used home                              7.8      7.1      30.7      26.4    Rental operations revenues ^(1)        13.5      12.2      53.0       44.3 Rental operations expense              (2.2  )   (2.0  )   (7.5   )   (6.4   ) Income from rental operations,         11.3      10.2      45.5       37.9 before depreciation Depreciation on rental homes           (1.7  )   (1.5  )   (6.5   )   (5.6   ) Income from rental operations, after   $ 9.6    $ 8.7    $ 39.0    $ 32.3  depreciation                                                                        Occupied rentals: ^ (2) New                                    2,140     1,834 Used                                   3,331    3,230  Total occupied rentals                 5,471    5,064                                                                                                    As of                            December 31, 2013         December 31, 2012                                       Net of                    Net of Cost basis in rental       Gross       Depreciation   Gross       Depreciation homes: ^(3) New                        $ 114.1     $  101.1       $ 105.7     $    96.2 Used                       63.7       54.9          59.8       54.0 Total rental homes         $ 177.8    $  156.0      $ 165.5    $    150.2  ____________________________  1. For the quarter ended December31, 2013 and 2012, approximately $9.8 million and $9.0 million, respectively, are included in the Community base rental income line in the Consolidated Income from Property Operations table on page 7. For the year ended December31, 2013 and 2012, approximately $38.7 million and $32.7 million, respectively, are included in the Community base rental income line in the Consolidated Income from Property Operations table on page 7. The remainder of the rental operations revenue is included in the Rental home income line in the Consolidated Income from Property Operations table on page 7.  2. Occupied rentals as of the end of the period shown.  3. Includes both occupied and unoccupied rental homes.   Total Sites and Home Sales  (In thousands, except sites and home sale volumes, unaudited)                                                                     Summary of Total Sites as of December 31, 2013                                               Sites Community sites                                69,900 Resort sites: Annuals                                        23,400 Seasonal                                       9,000 Transient                                      9,600 Membership ^ (1)                               24,100 Joint Ventures ^(2)                            3,100    Total                                          139,100                                                                          Home Sales - Select Data                                     Quarter Ended          Year Ended                                     December 31,           December 31,                                     2013       2012        2013        2012 New Home Sales Volume ^ (3)         40         15          109         35 New Home Sales Gross Revenues       $ 1,567    $ 660       $ 4,836     $ 1,698                                                                         Used Home Sales Volume              447        325         1,588       1,306 Used Home Sales Gross Revenues      $ 3,976    $ 1,985     $ 13,035    $ 6,532                                                                         Brokered Home Resales Volume        212        197         835         906 Brokered Home Resale Revenues,      $ 303      $ 249       $ 1,142     $ 1,166 net  __________________________  1. Sites primarily utilized by approximately 98,300 members. Includes approximately 4,800 sites rented on an annual basis.  2. Joint venture income is included in the Equity in income from unconsolidated joint ventures line in the Consolidated Income Statement on page 5.  3. Includes 12 related party home sales for the quarter ended December31, 2013 and 26 related party home sales and one third-party dealer sale for the year ended December31, 2013. Includes one third-party home sale for the year ended December 31, 2012.   2014 Guidance - Selected Financial Data ^(1)  Our guidance acknowledges the existence of volatile economic conditions, which may impact our current guidance assumptions. Factors impacting 2014 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) performance of the chattel loans purchased by us in connection with a prior acquisition; (viii) our ability to integrate and operate recent acquisitions in accordance with our estimates; (ix) completion of pending transactions in their entirety and on assumed schedule and (x) ongoing legal matters and related fees.   (In millions, except per share data unaudited)                                                                                                                                         Year Ended                                                              December 31, 2014 Income from property operations - 2014 Core ^(2)             $     408.8 Income from property operations - Acquisitions ^(3)          9.5 Property management and general and administrative           (68.0         ) Other income and expenses ^(4)                               17.9 Financing costs and other                                    (122.7        ) Normalized FFO ^(5)                                          245.5 Transaction Costs                                            (0.2          ) FFO ^(5)                                                     245.3 Depreciation on real estate and other                        (103.6        ) Depreciation on rental homes                                 (6.6          ) Deferral of right-to-use contract sales revenue and          (3.3          ) commission, net Income allocated to OP units                                 (11.1         ) Net income available to common shares                        $     120.7                                                                  Normalized FFO per share - fully diluted                     $2.63-$2.73 FFO per share - fully diluted                                $2.63-$2.73 Net income per common share - fully diluted ^(6)             $1.39-$1.49                                                               Weighted average shares outstanding - fully diluted          91.5  _____________________________________  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, Normalized FFO per share, FFO, FFO per share, Net Income and Net Income per share could vary materially from amounts presented above if any of our assumptions is incorrect.  2. See page 14 for 2014 Core Guidance Assumptions. Amount represents 2013 income from property operations from the 2014 Core Properties of $395.4 million multiplied by an estimated growth rate of 3.4%.  3. See page 15 for the 2014 Assumptions regarding the Acquisition Properties.  4. See page 16 for 2011 Acquired Chattel Loan Assumptions.  5. See page 21 for definitions of Normalized FFO and FFO.  6. Net income per fully diluted common share is calculated before Income allocated to OP Units.   First Quarter 2014 Guidance - Selected Financial Data ^(1)  Our guidance acknowledges the existence of volatile economic conditions, which may impact our current guidance assumptions. Factors impacting 2014 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) performance of the chattel loans purchased by us in connection with a prior acquisition; (viii) our ability to integrate and operate recent acquisitions in accordance with our estimates; (ix) completion of pending transactions in their entirety and on assumed schedule and (x) ongoing legal matters and related fees.   (In millions, except per share data unaudited)                                                                                                                                                  Quarter Ended                                                                 March 31, 2014 Income from property operations - 2014 Core ^ (2)               $    108.0 Income from property operations - Acquisitions ^(3)             2.3 Property management and general and administrative              (16.4       ) Other income and expenses ^(4)                                  5.9 Financing costs and other                                       (30.4       ) Normalized FFO ^(5)                                             69.4 Transaction Costs                                               (0.2        ) FFO ^(5)                                                        69.2 Depreciation on real estate and other                           (26.2       ) Depreciation on rental homes                                    (1.7        ) Deferral of right-to-use contract sales revenue and             (0.7        ) commission, net Income allocated to OP units                                    (3.4        ) Net income available to common shares                           $    37.2                                                                     Normalized FFO per share - fully diluted                        $0.73-$0.79 FFO per share - fully diluted                                   $0.73-$0.79 Net income per common share - fully diluted ^(6)                $0.41-$0.47                                                                  Weighted average shares outstanding - fully diluted             91.3  _______________________________________  1. Each line item represents the mid-point of a range of possible outcomes and reflects management’s best estimate of the most likely outcome. Actual Normalized FFO, Normalized FFO per share, FFO, FFO per share, Net Income and Net Income per share could vary materially from amounts presented above if any of our assumptions is incorrect.  2. See page 14 for Core Guidance Assumptions. Amount represents Core Income from property operations from the 2014 Core Properties of $104.3 million multiplied by an estimated growth rate of 3.6%.  3. See page 15 for the 2014 Assumptions regarding the Acquisition Properties.  4. See page 18 for 2011 Acquired Chattel Loan Assumptions.  5. See page 21 for definitions of Normalized FFO and FFO.  6. Net income per fully diluted common share is calculated before Income allocated to OP Units.   2014 Core ^(1) Guidance Assumptions - Income from Property Operations  (In millions, unaudited)                                                                                                                                       First                                                                      Quarter                        Year Ended     2014           Quarter Ended   2014                        December 31,   Growth         March 31,       Growth                        2013           Factors ^(2)  2013            Factors                                                                      ^(2) Community base         $   406.6      2.3     %      $   100.8       2.5   % rental income Rental home income     14.2           5.0     %      3.4             9.2   % Resort base rental     147.0          4.1     %      40.7            5.7   % income ^ (3) Right-to-use annual    48.0           (5.6    )%     11.5            (3.3  )% payments Right-to-use contracts current      13.1           2.3     %      2.8             (0.9  )% period, gross Utility and other      63.6          4.8     %      16.7           3.9   % income Property operating     692.5          2.4     %      175.9           3.0   % revenues                                                                       Property operating, maintenance, and       (276.9     )   2.1     %      (67.3      )    2.6   % real estate taxes Rental home operating and          (7.4       )   (2.7    )%     (1.9       )    2.7   % maintenance Sales and marketing,   (12.8      )   (16.4   )%     (2.4       )    (6.1  )% gross Property operating     (297.1     )   1.2     %      (71.6      )    2.3   % expenses Income from property   $   395.4     3.4     %      $   104.3      3.6   % operations                                                                       Resort base rental income: Annual                 $   94.6       4.5     %      $   23.0        4.5   % Seasonal               22.9           3.1     %      11.8            5.5   % Transient              29.5          3.8     %      5.9            10.6  % Total resort base      $   147.0     4.1     %      $   40.7       5.7   % rental income  _______________________________  1. 2014 Core properties include properties we expect to own and operate during all of 2013 and 2014. Excludes property management expenses and the GAAP deferral of right-to-use contract upfront payments and related commissions, net.  2. Management’s estimate of the growth of property operations in the 2014 Core Properties compared to actual 2013 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 detail included below within this table.   2014 Assumptions Regarding Acquisition Properties ^(1)  (In millions, unaudited)                                                                                                                               Year Ended               Quarter Ended                                   December 31, 2014 ^(2)   March 31, 2014 ^(2) Community base rental income      $       8.0              $      2.0 Resort home income                0.1                      — Resort base rental income         6.1                      1.3 Utility income and other          1.4                     0.3             property income Property operating revenues       15.6                     3.6                                                             Property operating, maintenance, and real estate      (6.1             )       (1.3           ) taxes Property operating expenses       (6.1             )       (1.3           ) Income from property operations   $       9.5             $      2.3       ___________________________________  1. The acquisition properties include five properties acquired during 2013.  2. 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.   2011 Acquired Chattel Loan Assumptions  The following chattel loan assumptions exclude the 11 Michigan properties sold in 2013. For the year ending December31, 2013, other income and expenses guidance includes interest income of approximately $3.4 million from notes receivable acquired from the seller and secured by manufactured homes in connection with the acquisition of properties in 2011. As of December31, 2013, our carrying value of the notes receivable was approximately $13.7 million. Our initial carrying value was based on a third party valuation utilizing 2011 market transactions and is adjusted based on actual performance in the loan pool. Factors used in determining the initial carrying value included delinquency status, market interest rates and recovery assumptions. The following tables provide a summary of the notes receivable and certain assumptions about future performance on the remaining notes receivable portfolio, including interest income guidance for 2014. An increase in the estimate of expected cash flows would generally result in additional interest income to be recognized over the remaining life of the underlying pool of loans. A decrease in the estimate of expected cash flows could result in an impairment loss to the carrying value of the loans. There can be no assurance that the notes receivable will perform in accordance with these assumptions.  (In millions, unaudited)                                                                                                                                                                          2014 Contractual cash flows to maturity                               $   81.5 beginning January 1, Expected cash flows to maturity beginning                        31.9 January 1, Expected interest income to maturity                             17.7 beginning January 1,                                                                                                                Actual through      2014 Guidance                                              December 31, 2013   Assumptions Default rate                                 16            %     17         % Recoveries as percentage of defaults         25            %     24         % Yield                                        24            %     27         %                                                                   Average carrying amount of loans             $     15.6          $   11.2 Contractual principal pay downs              2.1                 2.2 Contractual interest income                  3.5                 3.5 Expected cash flows applied to principal     2.4                 2.9 Expected cash flows applied to interest      2.7                 3.4 income   Right-To-Use Memberships - Select Data  (In thousands, except member count, number of Zone Park Passes, number of annuals and number of upgrades, unaudited)                                              Year Ended December 31,                       2010       2011       2012       2013       2014                                                                        ^(1) Member Count ^(2)      102,726     99,567      96,687      98,277      97,000 Right-to-use annual    $ 49,831    $ 49,122    $ 47,662    $ 47,967    $ 45,300 payments ^(3) Number of Zone Park    4,487       7,404       10,198      15,607      18,000 Passes (ZPPs) ^(4) Number of annuals      3,062       3,555       4,280       4,830       5,130 ^(5) Resort base rental     $ 6,712     $ 8,069     $ 9,585     $ 11,148    $ 12,226 income from annuals Number of upgrades     3,659       3,930       3,069       2,999       3,150 ^(6) Upgrade contract       $ 17,430    $ 17,663    $ 13,431    $ 13,142    $ 13,444 initiations ^(7) Resort base rental income from            $ 10,967    $ 10,852    $ 11,042    $ 12,692    $ 12,900 seasonals/transients Utility and other      $ 2,059     $ 2,444     $ 2,407     $ 2,293     $ 2,300 income  ________________________________  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. For the year ended December 31, 2012 and years ending December 31, 2013 and 2014, includes 1,300, 7,000 and 9,550 RV dealer ZPPs, respectively.  3. The year ended December31, 2012 and the year ending December31, 2013, includes $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.  4. ZPPs allow access to up to five zones of the United States.  5. Members who rent a specific site for an entire year in connection with their right-to-use contract.  6. Existing customers have upgraded agreements are eligible for longer stays, can make earlier reservations, may receive discounts on rental units, and may have access to additional Properties. Upgrades require a non-refundable upfront payment.  7. Revenues associated with contract upgrades, included in the line item Right-to-use contracts current period, gross, on our Consolidated Income Statement on page 5.   Balance Sheet  (In thousands, except share (prior period adjusted for stock split) and per share data)                                                                                                                 December 31,    December 31,                                                  2013            2012                                                  (unaudited) Assets Investment in real estate: Land                                             $ 1,025,246     $ 984,224 Land improvements                                2,667,213       2,565,299 Buildings and other depreciable property         535,647        495,127                                                       4,228,106       4,044,650 Accumulated depreciation                         (1,058,540  )   (948,581    ) Net investment in real estate                    3,169,566       3,096,069 Cash                                             58,427          37,126 Notes receivable, net                            42,990          45,469 Investment in joint ventures                     11,583          8,420 Rent and other customer receivables, net         1,377           1,046 Deferred financing costs, net                    19,873          20,620 Retail inventory                                 2,618           1,569 Deferred commission expense                      25,252          22,841 Escrow deposits, goodwill, and other assets,     59,953          45,214 net Assets held for disposition                      —              119,852      Total Assets                                     $ 3,391,639    $ 3,398,226  Liabilities and Equity Liabilities: Mortgage notes payable                           $ 1,992,368     $ 2,061,610 Term loan                                        200,000         200,000 Unsecured lines of credit                        —               — Accrued payroll and other operating expenses     65,158          63,672 Deferred revenue – upfront payments from         68,672          62,979 right-to-use contracts Deferred revenue – right-to-use annual           11,136          11,088 payments Accrued interest payable                         9,416           10,500 Rents and other customer payments received in    58,931          54,017 advance and security deposits Distributions payable                            22,753          — Liabilities held for disposition                 —              10,058       Total Liabilities                                2,428,434       2,473,924 Equity: Stockholders’ Equity: Preferred stock, $0.01 par value 9,945,539 shares authorized as of December 31, 2013 and    —               — December 31, 2012; none issued and outstanding as of December 31, 2013 and December 31, 2012 6.75% Series C Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value, 54,461 shares authorized and 54,458 issued and          136,144         136,144 outstanding as of December 31, 2013 and December 31, 2012 at liquidation value Common stock, $0.01 par value 200,000,000 shares authorized; 83,313,677 and 83,193,310     834             832 shares issued and outstanding as of December 31, 2013 and December 31, 2012, respectively Paid-in capital                                  1,021,365       1,012,514 Distributions in excess of accumulated           (264,083    )   (287,652    ) earnings Accumulated other comprehensive loss             (927        )   (2,590      ) Total Stockholders’ Equity                       893,333         859,248 Non-controlling interests – Common OP Units      69,872         65,054       Total Equity                                     963,205        924,302      Total Liabilities and Equity                     $ 3,391,639    $ 3,398,226    Debt Maturity Schedule & Summary  Secured Debt Maturity Schedule (In thousands, unaudited)               Year             Amount 2014             $   87,031 2015             288,347 2016             225,371 2017             89,745 2018             201,852 2019             211,555 2020             128,197 2021+            742,505 Total ^(1)       $   1,974,603   Debt Summary as of December31, 2013 (In millions, except weighted average interest and average years to maturity, unaudited)                                                                                              Total                            Secured                          Unsecured                           Weighted   Average               Weighted   Average              Weighted   Average                Balance   Average   Years to   Balance   Average   Years to   Balance  Average   Years to                           Interest   Maturity              Interest   Maturity             Interest   Maturity                           ^(2)                             ^(2)                            ^(2) Consolidated   $ 2,192    5.1   %    6.7        $ 1,992    5.3   %    7.0        $200      3.1%       3.6 Debt  ____________________________  1. Represents our mortgage notes payable excluding $17.8 million net note premiums and our $200 million term loan as of December31, 2013. As of December31, 2013, we had an unsecured line of credit with a borrowing capacity of $380.0 million, $0 outstanding, an interest rate of LIBOR plus 1.40% to 2.00% per annum and a 0.25% to 0.40% facility fee depending on leverage as defined in the loan agreement. The unsecured line of credit matures on September 15, 2016 and has a one-year extension option.  2. Includes loan costs amortization.   Market Capitalization  (In millions, except share and OP Unit data, unaudited)                                                                            Capital Structure as of December 31, 2013                 Total         % of     Total        % of Total   % of                                 Total                                 Total Secured debt                              $  1,992      90.9    % Unsecured debt                            200         9.1     % Total debt                                $  2,192      100.0   %     39.0  %                                                                                  Common Shares    83,313,677     91.6  % OP Units         7,667,723    8.4   % Total Common Shares and OP    90,981,400     100.0 % Units Common Share     $   36.23 price Fair value of                             $  3,296      96.0    % Common Shares Perpetual Preferred                                 136          4.0     % Equity Total Equity                              $  3,432      100.0   %     61.0  %                                                                                  Total market                              $  5,624                    100.0 % capitalization                                                                                  Perpetual Preferred Equity as of December 31, 2013                                                                       Annual Dividend Series          Callable              Outstanding  Liquidation  Per      Value                  Date                     Shares        Value         Share 6.75% Series C   9/7/2017                 54,458        $136          $168.75   $ 9.2   Non-GAAP Financial Measures  Funds from Operations (“FFO”) is a non-GAAP financial measure. We believe FFO, as defined by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”), is generally an appropriate measure of performance for an equity REIT. While FFO is a relevant and widely used measure of operating performance for equity REITs, it does not represent cash flow from operations or net income as defined by GAAP, and it should not be considered as an alternative to these indicators in evaluating liquidity or operating performance.  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 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.  Normalized Funds from Operations (“Normalized FFO”) is a non-GAAP measure. 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.  We believe that FFO and Normalized FFO are helpful to investors as supplemental measures of the performance of an equity REIT. We believe that by excluding the effect of depreciation, amortization 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 and the change in fair value of our contingent consideration asset 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.  Funds available for distribution (“FAD”) is a non-GAAP financial measure. We define FAD as Normalized FFO less non-revenue producing capital expenditures.  Investors should review FFO, Normalized FFO and FAD, along with GAAP net income and cash flow from operating activities, investing activities and financing activities, when evaluating an equity REIT’s operating performance. We compute FFO in accordance with our interpretation of standards established by NAREIT, which may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or that interpret the current NAREIT definition differently than we do. 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. FFO, Normalized FFO and FAD do not represent cash generated from operating activities in accordance with GAAP, nor do they represent cash available to pay distributions and should not be considered as an alternative to net income, determined in accordance with GAAP, as an indication of our financial performance, or to cash flow from operating activities, determined in accordance with GAAP, as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs, including our ability to make cash distributions.   Contact:  Equity LifeStyle Properties, Inc. Paul Seavey, (312) 279-1488