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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