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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
 
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