ELS Reports First Quarter Results

  ELS Reports First Quarter Results                        Continued Stable Core Performance  Business Wire  CHICAGO -- April 21, 2014  Equity LifeStyle Properties, Inc. (NYSE: ELS) (referred to herein as “we,” “us,” and “our”) today announced results for the quarter ended March31, 2014. All per share results are reported on a fully diluted basis unless otherwise noted.  Financial Results for the Quarter Ended March31, 2014  Normalized Funds from Operations (“Normalized FFO”) increased $7.8 million, or $0.09 per common share, to $71.8 million, or $0.79 per common share, compared to $64.0 million, or $0.70 per common share, for the same period in 2013. Funds from Operations (“FFO”) increased $6.4 million, or $0.07 per common share, to $71.4 million, or $0.78 per common share, compared to $65.0 million, or $0.71 per common share, for the same period in 2013. Net income available for common stockholders increased $3.1 million, or $0.04 per common share, to $38.1 million, or $0.46 per common share, compared to $35.0 million, or $0.42 per common share, for the same period in 2013.  Portfolio Performance  For the quarter ended March31, 2014, property operating revenues, excluding deferrals, increased $10.5 million to $186.4 million compared to $175.9 million for the same period in 2013. For the quarter ended March31, 2014, income from property operations, excluding deferrals, increased $6.7 million to $111.0 million compared to $104.3 million for the same period in 2013.  For the quarter ended March31, 2014, Core property operating revenues increased approximately 3.9 percent and income from Core property operations increased approximately 4.2 percent compared to the same period in 2013.  Balance Sheet  During the first quarter, we paid off $20.7 million in mortgages with a weighted average interest rate of 5.63 percent per annum. On April 1, 2014, we completed our $430 million long-term refinancing plan initiated in 2013. We closed on the final financing proceeds of $54.0 million, with loans bearing a weighted average interest rate of 4.54 percent per annum and maturing in 2034 and 2038.  Interest coverage was approximately 3.8 times in the quarter. Cash on our balance sheet as of March31, 2014 was approximately $56.4 million. Expanded disclosure on our balance sheet and debt statistics are included in the tables below.  Acquisitions  In January 2014, we closed on the acquisition of two resort properties, Blackhawk Resort, a 490-site property, and Lakeland Resort, a 682-site property, for a combined purchase price of approximately $25.0 million. In addition, on March 10, 2014 we closed on the purchase option to acquire the land related to our Colony Cove property which was part of our 2011 Hometown acquisition. The total purchase price was approximately $36.0 million.  General Information  As of April 21, 2014, we own or have an interest in 379 quality properties in 32 states and British Columbia consisting of 140,333 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 April 22, 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 future transactions in their entirety, if any, and     timing and effective integration with respect thereto;   *unanticipated costs or unforeseen liabilities associated with recent     acquisitions;   *ability to obtain financing or refinance existing debt on favorable terms     or at all;   *the effect of interest rates;   *the dilutive effects of issuing additional securities;   *the effect of accounting for the entry of contracts with customers     representing a right-to-use the Properties under the Codification Topic     “Revenue Recognition;”   *the outcome of the case currently pending in the California Superior Court     for Santa Clara County, Case No. 109CV140751, involving our California     Hawaiian manufactured home property including any post-trial proceedings     in the trial court or on appeal; 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:   First Quarter 2014 - Selected Financial Data  (In millions, except per share data, unaudited)                                                                                                                                Quarter Ended                                                                 March 31, 2014 Income from property operations - 2014 Core ^(1)                $    108.7 Income from property operations - Acquisitions ^(2)             2.3 Property management and general and administrative (excluding   (15.9       ) transaction costs) Other income and expenses                                       7.1 Financing costs and other                                       (30.4       ) Normalized FFO ^ (3)                                            71.8 Change in fair value of contingent consideration asset ^(4)     0.1 Transaction costs                                               (0.5        ) FFO ^(3)                                                        $    71.4                                                                     Normalized FFO per share - fully diluted                        $    0.79 FFO per share - fully diluted                                   $    0.78                                                                                                                                   Normalized FFO ^(3)                                             $    71.8 Non-revenue producing improvements to real estate               (4.3        ) Funds available for distribution (FAD) ^(3)                     $    67.5                                                                     FAD per share - fully diluted                                   $    0.74                                                                  Weighted average shares outstanding - fully diluted             91.4  ______________________  1. See page 8 for details of the 2014 Core Income from Property Operations.  2. See page 9 for details of the Income from Property Operations for the properties acquired during 2013 and 2014 (the “Acquisitions”).  3. See page 6 for a reconciliation of Net income available for Common Shares to FFO, Normalized FFO and FAD. See definitions of FFO, Normalized FFO and FAD on page 20.  4. During the quarter we closed on the purchase option to acquire the land related to our Colony Cove property and as a result terminated the ground lease. We also received the final distributions of 51,290 of shares of our common stock from the escrow funded by the seller and recognized a $0.1 million change in fair value of contingent consideration asset.   Consolidated Income Statement  (In thousands, unaudited)                                                                                                          Quarters Ended                                                      March 31,                                                      2014         2013 Revenues: Community base rental income                         $ 106,045     $ 100,776 Rental home income                                   3,757         3,394 Resort base rental income                            44,949        40,739 Right-to-use annual payments                         11,214        11,523 Right-to-use contracts current period, gross         2,923         2,831 Right-to-use contracts, deferred, net of prior       (1,147    )   (1,040    ) period amortization Utility and other income                             17,571        16,683 Gross revenues from home sales                       5,178         2,696 Brokered resale revenue and ancillary services       1,799         1,795 revenues, net Interest income                                      2,697         1,898 Income from other investments, net ^(1)              1,601        2,480      Total revenues                                       196,587       183,775                                                                     Expenses: Property operating and maintenance                   58,696        55,055 Rental home operating and maintenance                1,908         1,870 Real estate taxes                                    12,485        12,400 Sales and marketing, gross                           2,405         2,361 Sales and marketing, deferred commissions, net       (555      )   (463      ) Property management                                  10,632        10,133 Depreciation on real estate assets and rental        27,642        26,020 homes Amortization of in-place leases                      1,315         159 Cost of home sales                                   5,368         2,781 Home selling expenses                                569           527 General and administrative ^(2)                      5,760         6,711 Property rights initiatives                          311           232 Interest and related amortization                    28,048       30,123     Total expenses                                       154,584       147,909 Income from continuing operations before equity in   42,003       35,866     income of unconsolidated joint ventures Equity in income of unconsolidated joint ventures    1,887        576        Consolidated income from continuing operations       43,890       36,442                                                                         Discontinued Operations: Net income from discontinued operations              —             3,068 Gain on sale of property, net of tax                 —            958        Income from discontinued operations                  —            4,026      Consolidated net income                              43,890        40,468                                                                     Income allocated to non-controlling                  (3,481    )   (3,133    ) interest-Common OP Units Series C Redeemable Perpetual Preferred Stock        (2,310    )   (2,311    ) Dividends Net income available for Common Shares               $ 38,099     $ 35,024    _________________________________________  1. For the quarters ended March31, 2014 and 2013, includes a $0.1 million increase and a $1.0 million increase, respectively, resulting from the change in the fair value of a contingent asset.  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 period adjusted for stock split), unaudited)                                                                                                              Quarters Ended                                                        March 31,                                                        2014        2013 Net income available for Common Shares                 $ 38,099     $ 35,024 Income allocated to common OP Units                    3,481        3,133 Right-to-use contract upfront payments, deferred,      1,147        1,040 net ^(1) Right-to-use contract commissions, deferred, net       (555     )   (463     ) ^(2) Depreciation on real estate assets                     24,892       24,458 Depreciation on real estate assets, discontinued       —            763 operations Depreciation on rental homes                           2,750        1,562 Amortization of in-place leases                        1,315        159 Depreciation on unconsolidated joint ventures          227          273 Gain on sale of property, net of tax                   —           (958     ) FFO ^(3)                                               $ 71,356     $ 64,991 Change in fair value of contingent consideration       (65      )   (1,018   ) asset ^(4) Transaction costs ^(5)                                 490         —         Normalized FFO ^(3)                                    71,781       63,973 Non-revenue producing improvements to real estate      (4,312   )   (4,020   ) FAD ^(3)                                               $ 67,469    $ 59,953                                                                       Income from continuing operations available per        $ 0.46       $ 0.38 Common Share - Basic Income from continuing operations available per        $ 0.46       $ 0.37 Common Share - Fully Diluted                                                                                                                                           Net income available per Common Share - Basic          $ 0.46       $ 0.42 Net income available per Common Share - Fully          $ 0.46       $ 0.42 Diluted                                                                                                                                           FFO per Common Share - Basic                           $ 0.79       $ 0.72 FFO per Common Share - Fully Diluted                   $ 0.78       $ 0.71                                                                                                                                           Normalized FFO per Common Share - Basic                $ 0.79       $ 0.71 Normalized FFO per Common Share - Fully Diluted        $ 0.79       $ 0.70                                                                                                                                           FAD per Common Share - Basic                           $ 0.74       $ 0.66 FAD per Common Share - Fully Diluted                   $ 0.74       $ 0.66                                                                                                                                           Average Common Shares - Basic                          83,116       83,026 Average Common Shares and OP Units - Basic             90,750       90,483 Average Common Shares and OP Units - Fully Diluted     91,353       91,060  ______________________________  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 20.  4. Included in Income from other investments, net on the Consolidated Income Statement on page 5.  5. Included in 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)                                                                                                                  Quarters Ended                                                          March 31,                                                          2014       2013 Community base rental income ^(2)                        $ 106.0     $ 100.8 Rental home income                                       3.8         3.4 Resort base rental income ^(3)                           44.9        40.7 Right-to-use annual payments                             11.2        11.5 Right-to-use contracts current period, gross             2.9         2.8 Utility and other income                                 17.6       16.7     Property operating revenues                              186.4       175.9                                                                       Property operating, maintenance, and real estate taxes   71.1        67.3 Rental home operating and maintenance                    1.9         1.9 Sales and marketing, gross                               2.4        2.4      Property operating expenses                              75.4       71.6     Income from property operations                          $ 111.0    $ 104.3                                                                        Manufactured home site figures and occupancy averages: Total sites                                              69,962      68,770 Occupied sites                                           64,309      62,901 Occupancy %                                              91.9    %   91.6    % Monthly base rent per site                               $ 550       $ 534                                                                       Core total sites                                         68,624      68,642 Core occupied sites                                      63,168      62,901 Core occupancy %                                         92.0    %   91.6    % Core monthly base rent per site                          $ 549       $ 534                                                                       Resort base rental income: Annual                                                   $ 25.0      $ 23.0 Seasonal                                                 12.8        11.8 Transient                                                7.1        5.9      Total resort base rental income                          $ 44.9     $ 40.7    _________________________  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.   2014 Core Income from Property Operations ^ (1)  (In millions, except home site and occupancy figures, unaudited)                                                                                                             Quarters Ended                                            March 31,               %                                            2014       2013        Change ^(2) Community base rental income ^(3)          $ 104.1     $ 100.8     3.3    % Rental home income                         3.7         3.4         10.2   % Resort base rental income ^(4)             43.4        40.7        6.6    % Right-to-use annual payments               11.2        11.5        (2.7   )% Right-to-use contracts current period,     2.9         2.8         3.2    % gross Utility and other income                   17.5       16.7       4.2    % Property operating revenues                182.8       175.9       3.9    %                                                                     Property operating, maintenance, and       69.8        67.3        3.5    % real estate taxes Rental home operating and maintenance      1.9         1.9         1.7    % Sales and marketing, gross                 2.4        2.4        1.9    % Property operating expenses                74.1       71.6       3.4    % Income from property operations            $ 108.7    $ 104.3    4.2    % Occupied sites ^(5)                        63,263      63,015                                                                     Core manufactured home site figures and occupancy averages: Total sites                                68,624      68,642 Occupied sites                             63,168      62,901 Occupancy %                                92.0    %   91.6    % Monthly base rent per site                 $ 549       $ 534                                                                     Resort base rental income: Annual                                     $ 24.2      $ 23.0      5.2    % Seasonal                                   12.6        11.8        6.4    % Transient                                  6.6        5.9        12.5   % Total resort base rental income            $ 43.4     $ 40.7     6.6    %  ____________________________  1. 2014 Core properties include properties we owned and operated during all of 2013 and 2014. 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. Occupied sites as of the end of the period shown. Occupied sites have increased by 75 from 63,188 at December31, 2013.   Acquisitions - Income from Property Operations ^(1)  (In millions, unaudited)                                                                                      Quarter Ended                                            March 31,                                            2014 Community base rental income               $     2.0 Resort base rental income                  1.5 Utility income and other property income   0.2 Property operating revenues                3.7                                             Property operating expenses                1.4 Income from property operations            $     2.3  ______________________  1. Represents actual performance of five properties we acquired during 2013 and two properties we acquired during 2014. Excludes property management expenses.   Income from Rental Home Operations  (In millions, except occupied rentals, unaudited)                                                                                         Quarters Ended                                              March 31,                                              2014         2013 Manufactured homes: New home                                     $ 5.8         $ 5.4 Used home                                    7.9          7.5              Rental operations revenues ^(1)              13.7          12.9 Rental operations expense                    (1.9      )   (1.9            ) Income from rental operations, before        11.8          11.0 depreciation Depreciation on rental homes                 (2.8      )   (1.6            ) Income from rental operations, after         $ 9.0        $ 9.4            depreciation                                                             Occupied rentals: ^ (2) New                                          2,097         1,928 Used                                         3,406        3,391            Total occupied rental sites                  5,503        5,319                                                             As of                          March 31, 2014            March 31, 2013 Cost basis in rental     Gross      Net of         Gross        Net of homes: ^(3)                          Depreciation                 Depreciation New                      $ 113.5     $   99.2       $ 109.6       $    99.2 Used                     64.3       53.9          60.5         53.9 Total rental homes       $ 177.8    $   153.1     $ 170.1      $    153.1  ____________________________  1. For the quarters ended March31, 2014 and 2013, approximately $10.0 million and $9.5 million, respectively, are included in the Community base rental income 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 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 March 31, 2014                                                      Sites Community sites                                       69,900 Resort sites: Annuals                                               24,300 Seasonal                                              9,100 Transient                                             9,800 Membership ^ (1)                                      24,100 Joint Ventures ^(2)                                   3,100 Total                                                 140,300                                                        Home Sales - Select Data                                        Quarters Ended                                        March 31,                                        2014           2013 New Home Sales Volume ^ (3)            45             10 New Home Sales Gross Revenues          $  1,994       $ 481                                                        Used Home Sales Volume                 380            341 Used Home Sales Gross Revenues         $  3,184       $ 2,215                                                        Brokered Home Resales Volume           226            220 Brokered Home Resale Revenues, net     $  295         $ 318  __________________________  1. Sites primarily utilized by approximately 96,400 members. Includes approximately 4,900 sites rented on an annual basis.  2. Joint venture income is included in the Equity in income from unconsolidated joint ventures in the Consolidated Income Statement on page 5.  3. Includes 14 home sales through our Echo joint venture for the quarter ended March31, 2014.   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 we purchased 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)             $     412.4 Income from property operations - Acquisitions ^ (3)         9.5 Property management and general and administrative           (68.0         ) Other income and expenses                                    16.8 Financing costs and other                                    (122.3        ) Normalized FFO ^(4)                                          248.4 Change in fair value of contingent consideration asset       0.1 Transaction costs                                            (0.5          ) FFO ^(4)                                                     248.0 Depreciation on real estate and other                        (105.0        ) Depreciation on rental homes                                 (11.0         ) Deferral of right-to-use contract sales revenue and          (2.8          ) commission, net Income allocated to OP units                                 (10.8         ) Net income available to common shares                        $     118.4                                                                  Normalized FFO per share - fully diluted                     $2.67-$2.77 FFO per share - fully diluted                                $2.66-$2.76 Net income per common share - fully diluted ^(5)             $1.36-$1.46                                                               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 if any of our assumptions are 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 4.3%.  3. See page 15 for the 2014 Assumptions regarding the Acquisition Properties.  4. See page 20 for definitions of Normalized FFO and FFO.  5. Net income per fully diluted common share is calculated before Income allocated to OP Units.   Second 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 we purchased 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                                                                  June 30, 2014 Income from property operations - 2014 Core ^(2)                 $   98.3 Income from property operations - Acquisitions ^ (3)             2.2 Property management and general and administrative               (17.1      ) Other income and expenses                                        3.0 Financing costs and other                                        (30.6      ) Normalized FFO and FFO ^(4)                                      55.8 Depreciation on real estate and other                            (26.7      ) Depreciation on rental homes                                     (2.7       ) Deferral of right-to-use contract sales revenue and              (0.7       ) commission, net Income allocated to OP units                                     (2.2       ) Net income available to common shares                            $   23.5                                                                      Normalized FFO per share - fully diluted                         $0.58-$0.64 FFO per share - fully diluted                                    $0.58-$0.64 Net income per common share - fully diluted ^(5)                 $0.25-$0.31                                                                   Weighted average shares outstanding - fully diluted              91.4  _____________________________________  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 are incorrect.  2. See page 14 for 2014 Core Guidance Assumptions. Amount represents 2013 income from property operations from the 2014 Core Properties of $94.4 million multiplied by an estimated growth rate of 4.1%.  3. See page 15 for the 2014 Assumptions regarding the Acquisition Properties.  4. See page 20 for definitions of Normalized FFO and FFO.  5. 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)                                                                                                                                     Second                       Year Ended     2014           Quarter Ended   Quarter                                                                     2014                       December 31,   Growth         June 30,        Growth                       2013           Factors ^(2)  2013            Factors                                                                     ^(2) Community base        $   406.6      3.0     %      $   101.5       3.0    % rental income Rental home income    14.2           6.0     %      3.6             4.2    % Resort base rental    147.0          4.6     %      33.2            5.5    % income ^ (3) Right-to-use annual   48.0           (5.6    )%     12.0            (5.5   )% payments Right-to-use contracts current     13.1           3.2     %      3.4             2.1    % period, gross Utility and other     63.6          5.1     %      15.8           5.2    % income Property operating    692.5          3.0     %      169.5           3.1    % revenues                                                                      Property operating, maintenance, and      (276.9     )   2.1     %      (70.3      )    2.5    % real estate taxes Rental home operating and         (7.4       )   0.3     %      (1.5       )    15.1   % maintenance Sales and             (12.8      )   (14.9   )%     (3.3       )    (15.4  )% marketing, gross Property operating    (297.1     )   1.3     %      (75.1      )    1.9    % expenses Income from           $   395.4     4.3     %      $   94.4       4.1    % property operations                                                                      Resort base rental income: Annual                $   94.6       4.9     %      $   23.5        4.9    % Seasonal              22.9           3.5     %      3.0             1.4    % Transient             29.5          4.6     %      6.7            9.3    % Total resort base     $   147.0     4.6     %      $   33.2       5.5    % 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 are incorrect.  3. See Resort base rental income table included below within this table.   2014 Assumptions Regarding Acquisition Properties ^ (1)  (In millions, unaudited)                                                                                              Year Ended               Quarter Ended                                    December 31, 2014 ^(2)   June 30, 2014 ^(2) Community base rental income       $       8.0              $      2.0 Rental home income                 0.1                      — Resort base rental income          6.4                      1.5 Utility income and other           1.4                     0.4            property income Property operating revenues        15.9                     3.9                                                              Property operating, maintenance,   (6.4             )       (1.7          ) and real estate taxes Property operating expenses        (6.4             )       (1.7          ) Income from property operations    $       9.5             $      2.2      ___________________________________  1. The acquisition properties include five properties acquired during 2013 and two properties acquired during 2014.  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 are incorrect.   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    $ 12,375 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    $ 13,600 initiations ^(7) Resort base rental income from            $ 10,967    $ 10,852    $ 11,042    $ 12,692    $ 13,500 seasonals/transients Utility and other      $ 2,059     $ 2,444     $ 2,407     $ 2,293     $ 2,350 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 are 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 years ended December 31, 2012, 2013 and 2014, includes approximately 1,300, 7,000 and 9,550 RV dealer ZPPs, respectively.  3. The year ended December31, 2012 and the year ending December 31, 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 any of five zones in 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 that have upgraded agreements are eligible for longer stays, can make earlier reservations, may receive discounts on rental units, and may have access to additional Properties. Upgrades require a non-refundable upfront payment.  7. Revenues associated with contract upgrades, included in 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)                                                                                                                 March 31,       December 31,                                                  2014            2013                                                  (unaudited) Assets Investment in real estate: Land                                             $ 1,065,368     $ 1,025,246 Land improvements                                2,685,613       2,667,213 Buildings and other depreciable property         545,148        535,647                                                       4,296,129       4,228,106 Accumulated depreciation                         (1,087,380  )   (1,058,540  ) Net investment in real estate                    3,208,749       3,169,566 Cash                                             56,427          58,427 Notes receivable, net                            38,610          42,990 Investment in joint ventures                     14,477          11,583 Deferred financing costs, net                    18,984          19,873 Deferred commission expense                      25,806          25,251 Escrow deposits, goodwill, and other assets,     47,509         63,949       net Total Assets                                     $ 3,410,562    $ 3,391,639  Liabilities and Equity Liabilities: Mortgage notes payable                           $ 1,976,426     $ 1,992,368 Term loan                                        200,000         200,000 Unsecured lines of credit                        —               — Accrued payroll and other operating expenses     72,585          65,157 Deferred revenue – upfront payments from         69,820          68,673 right-to-use contracts Deferred revenue – right-to-use annual           15,341          11,136 payments Accrued interest payable                         9,712           9,416 Rents and other customer payments received in    62,466          58,931 advance and security deposits Distributions payable                            29,478         22,753       Total Liabilities                                2,435,828      2,428,434    Equity: Stockholders’ Equity: Preferred stock, $0.01 par value 9,945,539 shares authorized as of March 31, 2014 and December 31, 2013; none issued and outstanding as of March 31, 2014 and December 31, 2013. As of March 31, 2014 and December 31, 2013,         —               — includes 125 shares 6% Series D Cumulative Preferred stock and 250 shares 18.75% Series E Cumulative Preferred stock; both issued and outstanding 6.75% Series C Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value, 54,461 shares authorized and 54,458 issued and          136,144         136,144 outstanding as of March 31, 2014 and December 31, 2013 at liquidation value Common stock, $0.01 par value 200,000,000 shares authorized as of March 31, 2014 and December 31, 2013; 83,324,703 and 83,313,677     834             834 shares issued and outstanding as of March 31, 2014 and December 31, 2013, respectively Paid-in capital                                  1,020,925       1,021,365 Distributions in excess of accumulated           (253,065    )   (264,083    ) earnings Accumulated other comprehensive loss             (482        )   (927        ) Total Stockholders’ Equity                       904,356         893,333 Non-controlling interests – Common OP Units      70,378         69,872       Total Equity                                     974,734        963,205      Total Liabilities and Equity                     $ 3,410,562    $ 3,391,639    Debt Maturity Schedule & Summary  Secured Debt Maturity Schedule as of March 31, 2014 (In thousands, unaudited)                    Year                       Amount 2014                       65,959 2015                       286,924 2016                       224,627 2017                       94,200 2018                       209,360 2019                       210,725 2020                       127,698 2021+                      739,195 Total ^(1)                 $        1,958,688  Debt Summary as of March 31, 2014 (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   $ 2,176   5.1   %   6.5        $ 1,976   5.3   %   6.8        $200     3.1%      3.3 Debt  ____________________________  1. Represents our mortgage notes payable excluding $17.7 million net note premiums and our $200 million term loan as of March31, 2014. As of March31, 2014, 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 March 31, 2014                 Total         % of     Total        % of Total   % of                                 Total                                 Total Secured debt                              $  1,976      90.8    % Unsecured debt                            200          9.2     % Total debt                                $  2,176      100.0   %     36.2  %                                                                                  Common Shares    83,324,703     91.6  % OP Units         7,613,463     8.4   % Total Common Shares and OP    90,938,166     100.0 % Units Common Share     $   40.65 price Fair value of                             $  3,697      96.4    % Common Shares Perpetual Preferred                                 136          3.5     % Equity Total Equity                              $  3,833      100.0   %     63.8  %                                                                                  Total market                              $  6,009                    100.0 % capitalization                                                                                  Perpetual Preferred Equity as of March 31, 2014                                                                       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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