UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
| ☒ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | ||||
For the Fiscal Year Ended December 31, 20192020
or
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | ||||
For the transition period from to
Commission File Number: 1-11718
EQUITY LIFESTYLE PROPERTIES, INC.
(Exact name of registrant as specified in its charter)
| Maryland | 36-3857664 | ||||||||||||||||
| (State or other jurisdiction of incorporation) | (IRS Employer Identification Number) | ||||||||||||||||
| Two North Riverside Plaza, Suite 800 | Chicago, | Illinois | 60606 | ||||||||||||||
| (Address of Principal Executive Offices) | (Zip Code) | ||||||||||||||||
Registrant's telephone number, including area code
| Securities registered pursuant to Section 12(b) of the Act: | ||||||||
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
| Common Stock, $0.01 Par Value | ELS | New York Stock Exchange | ||||||
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See definitions of "large accelerated filer," "accelerated filer", "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | x | Accelerated filer | ☐ | Smaller reporting company | ☐ | Emerging Growth Company | ☐ | ||||||||||||||||
| Non-accelerated filer | ☐ | ||||||||||||||||||||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
The aggregate market value of voting stock held by non-affiliates was approximately $10,255.4$10,599.0 million as of June 30, 20192020 based upon the closing price of $60.67$62.48 on such date using beneficial ownership of stock rules adopted pursuant to Section 13 of the Securities Exchange Act of 1934 to exclude voting stock owned by Directors and Officers, some of whom may not be held to be affiliates upon judicial determination.
As of February 20, 2020, 182,129,33118, 2021, 182,299,709 shares of the Registrant's common stock were outstanding.
DOCUMENTS INCORPORATED BY REFERENCE:
Part III incorporates by reference portions of the Registrant's Proxy Statement relating to the Annual Meeting of Stockholders to be held on April 28, 2020.27, 2021.
Equity LifeStyle Properties, Inc.
TABLE OF CONTENTS
| Page | |||||||||||
| PART I. | |||||||||||
| Item 1. | Business | ||||||||||
| Item 1A. | Risk Factors | ||||||||||
| Item 1B. | Unresolved Staff Comments | ||||||||||
| Item 2. | Properties | ||||||||||
| Item 3. | Legal Proceedings | ||||||||||
| Item 4. | Mine Safety Disclosures | ||||||||||
| PART II. | |||||||||||
| Item 5. | Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | ||||||||||
| Item 6. | Selected Financial Data | ||||||||||
| Item 7. | Management's Discussion and Analysis of Financial Condition and Results of Operations | ||||||||||
| Item 7A. | Quantitative and Qualitative Disclosures About Market Risk | ||||||||||
| Forward-Looking Statements | |||||||||||
| Item 8. | Financial Statements and Supplementary Data | ||||||||||
| Item 9. | Changes In and Disagreements with Accountants on Accounting and Financial Disclosure | ||||||||||
| Item 9A. | Controls and Procedures | ||||||||||
| Item 9B. | Other Information | ||||||||||
| PART III. | |||||||||||
| Item 10. | Directors, Executive Officers and Corporate Governance | ||||||||||
| Item 11. | Executive Compensation | ||||||||||
| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | ||||||||||
| Item 13. | Certain Relationships and Related Transactions, and Director Independence | ||||||||||
| Item 14. | Principal Accounting Fees and Services | ||||||||||
| PART IV. | |||||||||||
| Item 15. | Exhibits, Financial Statement Schedules | ||||||||||
| Item 16. | Form 10-K Summary | ||||||||||
-i-
PART I
Item 1. Business
Equity LifeStyle Properties, Inc.
General
Equity LifeStyle Properties, Inc. ("ELS"), a Maryland corporation, together with MHC Operating Limited Partnership (the "Operating Partnership") and its other consolidated subsidiaries (the "Subsidiaries"), are referred to herein as "we," "us," and "our." We are a fully integrated owner and operator of lifestyle-oriented properties ("Properties") consisting primarily of manufactured home ("MH") and recreational vehicle ("RV") communities. We were formed in December 1992 to continue the property operations, business objectives and acquisition strategies of an entity that had owned and operated Properties since 1969. Commencing with our taxable year ended December 31, 1993, we have elected to be taxed as a real estate investment trust ("REIT") for U.S. federal income tax purposes.
We have a unique business model where we own the land upon which we provide our customers the opportunity to place factory-built homes including manufactured homes, cottages or RVs either on a long-term or short-term basis. Additionally, we own marinas that provide boat slip and dry storage rentals. Our customers may lease individual developed areas ("Sites") or enter into right-to-use contracts, also known as membership subscriptions, which provide them access to specific Properties for limited stays. Compared to other types of real estate companies, our business model is characterized by low maintenance costs and low customer turnover costs. Our portfolio is geographically diversified across highly desirable locations near retirement and vacation destinations and urban areas across the United States. We have more than 90100 Properties with lake, river or ocean frontage and more than 120 Properties within 10 miles of the coastal United States. Our Properties generally attract retirees, vacationing families, second homeowners and first-time homebuyers by providing a community experience and a lower-cost home ownership alternative.
We are one of the nation's largest real estate networks with a portfolio of 413422 Properties (including joint venture Properties) consisting of 156,513160,489 Sites located throughout 33 states in the U.S. and British Columbia in Canada as of December 31, 2019.2020.
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Our Properties are designed and improved for housing options of various sizes and layouts that are produced off-site by third-party manufacturers, installed and set on designated Sites within the Properties. Manufactured homes and cottages can range from approximately 400 to over 2,000 square feet. Properties may also have Sites that can accommodate a variety of RVs. We also have marinas that offer boat slip and dry storage rentals. In addition to centralized entrances, internal road systems and designated Sites, our Properties generally provide a clubhouse for social activities and recreation and other amenities, which can include swimming pools, shuffleboard courts, tennis courts, pickleball courts, golf courses, lawn bowling, restaurants, laundry facilities, cable television and internet service. Some Properties provide utilities, including water and sewer service, through municipal or regulated utilities, while others provide these services to customers from on-site facilities.
We recognize that our success is driven by our employees. We invest in our employees and Organizational Structureare committed to developing our employees’ skills and leadership abilities throughout our business. As a result, we believe our employees are dedicated to building strong, innovative and long-term relationships with each other and with our residents and guests.
We have an annual average of approximately 4,2004,000 full-time, part-time and seasonal employees dedicated to carrying out our operating philosophy while focusing on delivering an exceptional customer experience for our residents and guests. Our property operations are managed internally by affiliates of the Operating Partnership and are coordinated by an on-site team of employees that typically includes a manager, clerical staff and maintenance workers, each of whom works to provide maintenance and care to the Properties. workers.
The on-site team at each Property also providesis primarily responsible for providing maintenance and care to the property itself as well as customer service and, may coordinateat times, coordinating lifestyle-oriented activities for our residents and guests. Direct supervision of on-site management is the responsibility of our regional vice presidents and regional and district managers, who have substantial experience addressing customer needs and creating innovative approaches to maximize value for residents and guests, which we believe also creates value for our stockholders, through focused and effective property management. Complementing the field management staff are approximately 400500 full-time corporate and regional employees who assist in all functions related to the management of our Properties.
We are committed to attracting and retaining a workforce that reflects the diversity of our residents and guests and to providing a safe and inclusive environment where our team members are encouraged to demonstrate their unique skill sets and bring a personal touch to their work. We are committed to maintaining workplaces free from discrimination or harassment on the basis of color, race, sex, national origin, ethnicity, religion, age, disability, sexual orientation, gender identification or expression or any other status protected by applicable law. We value the many contributions of a diverse workforce and understand that diverse backgrounds bring diverse perspectives, resulting in unique insights.
We provide equal employment opportunities to all persons, in accordance with the principles and requirements of the Equal Employment Opportunities Commission and the principles and requirements of the Americans with Disabilities Act. As of December 31, 2020, more than 50% of our workforce self-identified as female and more than 50% of our management positions are held by individuals self-identifying as female. To attract diverse applicants, we have partnered with third parties and post openings to a wide variety of job boards. We also have an annual internship program designed to, among other things, create a pipeline of qualified candidates for positions within the Company and to attract diverse candidates. We recognize the importance of experienced leadership, and, as of December 31, 2020, the average tenure for the executive team was 15 years. The average age of our team members is 51, with ages spanning multiple generations, similar to our residents and guests.
ELS is a place where talent is recognized, and internal growth is promoted. Our employees are fairly compensated, without regard to gender, race and ethnicity, and routinely recognized for outstanding performance. Our compensation program is designed to attract and retain talent. We continually assess and strive to enhance employee satisfaction and engagement. All employees are supported with a strong training and development program and a well-rounded benefits plan to help them maintain their health and financial well-being. Employees are offered flexibility to meet personal and family needs.
Whether we are working with customers or vendors, our actions are guided by a clear set of established principles. We hold ourselves accountable for ethical business practices. All employees, management and our Board of Directors are expected to act with honesty, integrity, fairness and respect. To support this culture, all team members receive annual compliance training focused on compliant and ethical interactions with peers, residents, guests, vendors and others in our communities and offices.
Providing a safe and healthy work environment for our team members is a top priority, and we empower them to take ownership in this effort. Each employee is assigned a safety-related training curriculum tailored to their job responsibilities. All employees are encouraged to report any conditions in their workplace that raise health or safety concerns without fear of retaliation.
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In addition to foundational safety and compliance training, team members participate in virtual and in-person learning experiences including formal new employee and manager development programs, a “Day in the Life” program providing office-based employees an opportunity to be fully immersed in the day-to-day operations at our communities, customer experience training focused on varying elements that support our values for property team members and diversity equity and inclusion programs to support the sense of belonging, awareness and connection at ELS. We encourage our employees to take time away from work to focus on their physical and mental well-being and offer a comprehensive benefit package including paid parental and paid family leave programs that exceed minimum regulatory requirements, paid volunteer time off and an expanded paid sick leave during the COVID-19 pandemic. In addition, we offer a competitive 401(k) plan that provides for an employer match of up to 4% with 100% vesting of all contributions immediately upon eligibility and an Employee Stock Purchase Plan providing a 15% discount for all eligible employees.
Employees in our corporate and regional offices are both returning to their work locations and working remotely. We are continuing to keep our focus on employee safety and our ability to adapt to changing demands and local, federal and Centers for Disease Control and Prevention ("CDC") guidelines. During the COVID-19 pandemic, we have increased leadership updates and communication, including virtual townhall meetings, to ensure that employees remain engaged and informed. In addition, property team members were provided with two appreciation awards in the form of a monetary bonus and additional time off to recognize them for their efforts during the pandemic. For discussion of the impact of the COVID-19 pandemic on our business to date see the COVID-19 Pandemic Update in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. The extent of the impact that the COVID-19 pandemic will have on our business going forward, including our financial condition, results of operations and cash flows, is dependent on multiple factors, many of which are unknown. For additional information, see Item 1A. Risk Factors.
Our Formation
Our Properties are primarily owned by our Operating Partnership and managed internally by affiliates of our Operating Partnership. We are the general partner of the Operating Partnership. We contributed the proceeds from our various equity offerings, including our initial public offering, to the Operating Partnership. In exchange for these contributions, we received units of common interests in the partnership ("OP Units") equal to the number of shares of common stock that have been issued in such equity offerings.
We have elected to be taxed as a REIT for U.S. federal income tax purposes. Since certain activities, if performed by us, may not be qualifying REIT activities under the Internal Revenue Code of 1986, as amended (the "Code"), we have formed taxable REIT subsidiaries (each, a "TRS") to engage in such activities. Realty Systems, Inc. ("RSI") is our wholly-owned TRS, which owns several Properties. Additionally, RSI is engaged in the business of purchasing, selling and leasing factory-built homes located in Properties owned and managed by us. RSI also offers home sale brokerage services to our residents who may choose to sell their homes rather than relocate them when moving from a Property. Subsidiaries of RSI also operate ancillary activities at certain Properties, such as golf courses, pro shops, stores and restaurants.
The financial results of the Operating Partnership and Subsidiaries are included in our consolidated financial statements, which can be found beginning on page F-1 of this Form 10-K.
We focus on Properties that have strong cash flows and plan to hold such Properties for long-term investment and capital appreciation. In determining cash flow potential, we evaluate our ability to attract high quality customers to our Properties and retain customers who take pride in the Property and in their homes. Our operating, investment and financing strategiesinitiatives include:
•Consistently providing high levels of services and amenities in attractive surroundings to foster a strong sense of community and pride of home ownership;
•Efficiently managing the Properties to add value, grow occupancy, maintain competitive market rents and control expenses;
•Incorporating environmental, social and governance ("ESG") considerations into our business and ensuring sustainability is embedded in our business operations;
•Achieving growth and increasing property values through strategic expansion and, where appropriate, renovation of the Properties;
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•Utilizing technology to evaluate potential acquisitions, identify and track competing properties and monitor existing and prospective customer satisfaction;
•Selectively acquiring properties that offer opportunities for us to add value and enhance or create property concentrations in and around retirement or vacation destinations and urban areas to capitalize on operating synergies and incremental efficiencies;
•Selectively acquiring parcels of land adjacent to our Properties that offer opportunities for us to expand our existing communities with additional Sites;
•Selecting joint venture partners that share business objectives, growth initiatives, and risk profiles similar to ours;
•Managing our debt balance in order to maintain financial flexibility, minimize exposure to interest rate fluctuations and maintain an appropriate degree of leverage to maximize return on capital; and
•Developing and maintaining relationships with various capital providers.
These business objectivesinitiatives and their implementation were determined by our management team and ratified by our Board of Directors and may be subject to change or amendment at any time.
Acquisitions and Dispositions
We invest in properties in sought-after locations near retirement and vacation destinations and urban areas across the United States with a focus on delivering value for residents and guests as well as stockholders. Over the last decade, we have continued to increase the number of Properties in our portfolio (including joint venture Properties), from approximately 304307 Properties with over 110,500111,000 Sites to 413422 Properties with over 156,500160,400 Sites as of December 31, 2019.2020. During the year ended December 31, 2019,2020, we acquired fournine Properties (all(one MH community, seven RV communities)communities and one marina) with approximately 1,6142,772 Sites. We also completed the acquisition of the remaining interest in a joint venture investment of 11 marinas in Florida. We continually review the Properties in our portfolio to ensure we are delivering on our business and customer service objectives. Over the last five years, we redeployed capital to Properties in markets we believe have greater long-term potential and sold five all-age MH communities located in Indiana and Michigan that were not aligned with our long-term goals.
We believe there continues to be opportunities for property acquisitions. Based on industry reports, we estimate there are approximately 50,000 manufactured homeMH properties and approximately 8,000 RV properties (excluding government owned properties) in North America.America and approximately 4,500 marinas in the U.S. Many of these properties are not operated by large owners/operators, and approximately 3,700 of the manufactured homeMH properties, and 1,100 of the RV properties and 500 of the marinas contain 200 sites or more. We believe this relatively high degree of fragmentation provides us the opportunity to purchase additional properties. We also believe we have a competitive advantage in the acquisition of additional properties due to our experienced management, significant presence in major real estate markets and access to capital resources. We are actively seeking to acquire and are engaged at any time in various stages of negotiations relating to the possible acquisition of additional properties, which may include outstanding contracts to acquire properties that are subject to the satisfactory completion of our due diligence review.
We anticipate that new acquisitions will generally be located in the United States, although we may consider other geographic locations provided they meet our acquisition criteria. We utilize market information systems to identify and evaluate acquisition opportunities, including the use of a market database to review the primary economic indicators of the various locations in which we expect to expand our operations.
Acquisitions will be financed from the most efficient available sources of capital, which may include undistributed Funds from Operations ("FFO"), issuance of additional equity securities, including under our at-the market ("ATM") equity offering program, sales of investments, collateralized and uncollateralized borrowings, including our existing line of credit, and issuance of debt securities. In addition, we have acquired and expect to acquire properties in transactions that include the issuance of OP Units as consideration for the acquired properties. We believe that an ownership structure that includes our Operating Partnership has permitted and will permit us to acquire additional properties in transactions that may defer all or a portion of the sellers' tax consequences.
When evaluating potential acquisitions, we consider, among others, the following factors:
•Current and projected cash flows of the property;
•Geographic area and the type of property;
•Replacement cost of the property, including land values, entitlements and zoning;
•Location, construction quality, condition and design of the property;property, including vacant land and its location relative to one or more of our existing properties;
•Potential for capital appreciation of the property;
•Terms of tenant leases or usage rights;
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•Opportunity to enhance the customer experience and add value through management expertise;
•Potential for economies of scale through property concentrations;
•Potential for economic growth and the tax and regulatory environment of the community in which the property is located;
•Potential for expansion, including increasing the number of Sites;
•Occupancy and demand by customers for properties of a similar type in the vicinity;
•Prospects for liquidity through sale, financing or refinancing of the property;
•Competition from existing properties and the potential for the construction of new properties in the area; and
•Working capital demands.
When evaluating potential dispositions, we consider, among others, the following factors:
•Whether the Property meets our current investment criteria;
•Our desire to exit certain non-core markets and reallocate the capital into core markets; and
•Our ability to sell the Property at a price that we believe will provide an appropriate return for our stockholders.
When investing capital, we consider all potential uses of the capital, including returning capital to our stockholders. Our Board of Directors periodically reviews the conditions under which we may repurchase our stock. These conditions include, but are not limited to, market price, balance sheet flexibility, other opportunities and capital requirements.
Property Expansions
Development - Current Portfolio. An integral part of our growth and investment strategy is to evaluate each Property for expansion opportunities. Investment evaluation consists of reviewing the following: local market conditions, demographic trends, zoning and entitlements, infrastructure requirements, financial feasibility, projected performance and property operations. When justified, development of land available for expansion ("Expansion Sites") allows us to leverage existing facilities and amenities. We believe our ability to increase density translates to greater value creation and cash flows through operational efficiencies. Overall, approximately 125126 of our Properties have potential Expansion Sites, offering approximately 5,3005,600 available acres. Refer to Item 2. Properties, which includes detail regarding the developable acres available at each property.
Acquisition - Expanding Portfolio. In selecting acquisition targets, we pursuefocus on properties with existing operations in place and contiguous Expansion Sites. Underwriting a project with these features allows us to access the previously untapped potential of such properties. For example, over the past three years, we have acquired 2632 Properties, three development assets and four vacant12 land parcels that contain approximately 194894 acres for future expansion.
Sustainability Strategy
ELS’ commitment to sustainability embraces a holistic approach which aims to support our business model, minimize our environmental impact, maintain a safe and healthy workplace and uphold a high standard of business ethics and conduct. We understand the value of continuing to focus on sustainable practices and the highest standard of business ethics and practices, as they are critical to our overall success and building long-term stakeholder value.
In 2019, we formed an Environmental, Social, and Governance Taskforce ("ESG Taskforce") to support our on-going commitment to environmental, social, governance and other public policy matters relevant to us (collectively "ESG Matters"). Led by the sustainability team and overseen by our Chief Operating Officer, the ESG Taskforce is comprised of a cross-functional team of employees from asset management, investor relations, compliance, communications, operations, marketing, risk management, financial reporting, legal and human resources.
The ESG Taskforce reports on ESG Matters to the Compensation, Nominating and Corporate Governance Committee of the Board of Directors and senior management. The Compensation, Nominating and Corporate Governance Committee is responsible for the review of our ESG strategy, initiatives and policies. Additionally, the Audit Committee is responsible for the discussion and review of policies with respect to risk assessment and risk management, including, but not limited to, human rights and ESG risks.
At ELS, sustainability is at the core of Our Nature through Uniting People, Places & Purpose.
Our People. With a culture of recognition and reputation for excellence, our employees are empowered to take ownership in their jobs and make a difference. ELS is a place where talent is recognized and internal growth is promoted, making it an ideal organization in which to develop a long and successful career. All benefits eligible employees can take time
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off to volunteer at a charitable organization of their choice. Employees are encouraged to use this time to make a difference in their communities.
Making a positive impact in the greater communities in which we operate not only helps us make a difference in the lives of others, but also enhances our knowledge of and connection to the people and places we serve. Throughout our Properties across North America, we work to create a comfortable and welcoming environment for everyone – residents, guests, and employees. Funded through the generosity of our employees and friends of ELS, ConsiderOthers is a 501(c)(3) non-profit charity that provides financial and other assistance to our residents and employees. Additionally, we launched an initiative, Making a Difference in Our Communities, to support the good works in response to COVID-19. From creating care packages to delivering hot meals to making face masks and more, we have seen so many examples of neighbors reaching out to help neighbors, working together to help first responders, doing good works for their greater communities. These acts of kindness enhance the bonds our customers have with each other and to our communities. We are proud to help foster these efforts in our communities.
Our Places. Our Properties are located where our customers aspire to be – where they want to live, work and grow, where they want to retire or raise their family, and where they want to vacation and spend their valued leisure time. We consider it a great responsibility to own and operate lifestyle-oriented properties among diverse landscapes and natural habitats and to ensure our properties remain desirable destinations for future generations. As a result, the consideration of environmental factors has always been part of our culture in the daily operation of our business.
Through sustainable practices, we are taking action to use resources efficiently and reduce our impact on the environment. We are committed to seeking opportunities to expand the use of renewable energy throughout our portfolio. Not only do these systems, such as our solar array at Morgan Hill RV Resort in Morgan Hill, CA, reduce our greenhouse gas emissions and electricity expense, they double as a valued amenity we can offer our guests. We are investing in efficient, innovative and smart technology and infrastructure to enhance resident relations, simplify operations and ensure regulatory compliance. We continue to invest in our water and electric meter program to replace submeters with a real time automatic meter reading system to monitor usage and proactively identify water leaks and wasted energy. We are consistently improving the quality of our housing stock through the purchase of ENERGY STAR® certified homes, where available.
Our Purpose. It is of the utmost importance to us that we maintain the highest level of ethical standards in our processes, customs and policies. Whether we are working with customers or vendors, our actions are guided by a clear set of established principles. We hold ourselves accountable for ethical business practices. All facets of ELS, employees, management and our Board of Directors, are expected to act with honesty, integrity, fairness and respect. We have an ESG policy to incorporate ESG considerations into our business and a Human Rights and Labor Rights Statement that confirms our policies on the topics of Fair Labor Practices, Child Labor, Forced Labor and Human Trafficking, Health and Safety, Diversity and Inclusion and Ethical Conduct. To help employees report potential misconduct, we have a confidential multi-lingual Alertline for reporting Ethics and Compliance concerns and a confidential hotline for all employees to report workplace health and safety concerns.
We have a stakeholder engagement approach that enables us to understand our stakeholders’ perceptions and concerns, encourages regular dialogue and leverages industry frameworks to communicate our ESG impacts. Further information on our sustainability strategy and ESG efforts can be found on our website at https://www.equitylifestyleproperties.com/sustainability. The information on our internet site is not part of, nor incorporated into, this annual report on Form 10-K.
Leases or Usage Rights
At our Properties, a typical lease for the rental of a Site between us and the owner or renter of a home is month-to-month or for a one-year term, renewable upon the consent of both parties or, in some instances, as provided by statute. These leases are cancelable, depending on applicable law, for non-payment of rent, violation of Property rules and regulations or other specified defaults. Long-term leases are in effect at approximately 9,25014,991 Sites in 1513 of our Properties. Some of these leases are subject to rental rate increases based on the Consumer Price Index ("CPI"), in some instances allowing for pass-throughs of certain items such as real estate taxes, utility expenses and capital expenditures. Generally, adjustments to our rental rates, if appropriate, are made on an annual basis.
In Florida, in connection with offering a Site in a MH community for rent, the MH community owner must deliver to the prospective resident a Prospectus required by Florida Statutes Chapter 723.001, et. seq., which must be approved by the applicable regulatory agency. The Prospectus contains certain required disclosures regarding the community, the rights and obligations of the MH community owner and residents, and a copy of the lease agreement. A Prospectus may contain limitations on the rights of the MH community owner to increase rental rates. However, in the absence of such limitations, the MH community owner may increase rental rates to market, subject to certain advance notice requirements and a statutory requirement that the rental rates be reasonable. See further discussion below related to rent control legislation.
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At Properties zoned for RV use, we have long-term relationships with many of our seasonal and transient residents and guests, who typically enter into short-term rental agreements. Generally, these residents and guests cannot live full time on these Properties for reasons including their seasonal nature. Many of them also leave deposits to reserve a Site for the following year.
Properties operated under the Thousand Trails brand are primarily utilized to serve subscription members. Available Sites within these Properties may also be utilized by non-members. A membership subscription grants the member access to these Properties on a continuous basis of up to 14 days in exchange for an annual payment. In addition, members are eligible to upgrade their subscriptions, which increase usage rights during the membership term. Each membership upgrade requires a non-refundable upfront payment, for which we offer financing options to eligible members. Most of the subscription contracts provide for an annual dues increase, usually based on increases in the CPI.
Regulations and Insurance
General. Our Properties are subject to a variety of laws, ordinances and regulations, including regulations relating to recreational facilities such as swimming pools, clubhouses and other common areas, regulations relating to providing utility services, such as electricity, and regulations relating to operating water and wastewater treatment facilities at certain Properties. We believe that each Property has all material permits and approvals necessary to operate. We renew these permits and approvals in the ordinary course of business.
Insurance. Our Properties are insured against risks that may cause property damage and business interruption, including events such as fire, flood, earthquake, or windstorm. The relevant insurance policies contain deductible requirements, coverage limits and particular exclusions. Our current property and casualty insurance policies with respect to our MH and RV Properties, which we plan to renew, expire on April 1, 2020.2021. We have a $100.0 million loss limit per occurrence with respect to our MH and RV all-risk property insurance program including named windstorms. This loss limit is subject to additional sub-limits as set forth in the policy form, including, among others, a $25$25.0 million aggregate loss limit for earthquakes in California. The deductibles for this policy primarily range from a $500,000 minimum to 5.0% per unit of insurance for most catastrophic events. For most catastrophic events, there is an additional one-time $500,000 aggregate deductible. We have separate insurance policies with respect to the 11 Florida marinas as to which we acquired the remaining interest on September 10, 2019.our marina Properties. Those casualty policies, which we plan to renew, expire on November 1, 2020,2021, and the property insurance program, which expires on April 1, 2022, has a minimum deductible of $100,000. A deductible indicates our maximum exposure, subject to policy limits and sub-limits, in the event of a loss.
Rent Control Legislation. At certain Properties, state and local rent control laws dictate the structure of rent increases and, in some cases, outline the ability to recover the costs of capital improvements. Enactment of such laws has been considered at various times in other jurisdictions. We presently expect to continue to maintain Properties and may purchase additional properties in markets that are either subject to rent control or in which rent related legislation exists or may be enacted. For example, Florida law requires that rental increases be reasonable, and Delaware law requires rental increases greater than the changes in the CPI to be justified. Also, certain jurisdictions in California in which we own Properties limit rent increases to changes in the CPI or some percentage of the CPI. As part of our effort to realize the value of Properties subject to restrictive regulations, we have initiated lawsuits at times against various municipalities imposing such regulations in an attempt to balance the interests of our stockholders with the interests of our residents and guests.
Membership Properties. Many states also have consumer protection laws regulating right-to-use or campground membership sales and the financing of such sales. Some states have laws requiring us to register with a state agency and obtain a permit to market (see Item 1A. Risk Factors). At certain Properties primarily used as membership campgrounds, state statutes limit our ability to close a Property unless a reasonable substitute Property is made available for members to use.
Industry
We believe that demand for manufactured housing and RV communities will continue to outpace supply in the near future. We expect much of this demand will continue to come from baby boomers, who may seek an active RV lifestyle or a permanent retirement or vacation establishment. In addition, we expect the exposure to Millennials and Generation X will contribute to the demand, as these groups focus on affordability, prefer housing quality over size and pursue unique experiences. We believe that our Properties and our business model provide an attractive destination for customers as they seek value in their housing and recreational options. Positive trends in categories such as customer demographics, the quality of manufactured housing construction and limited property supply, among others, fuel our belief that our Properties are well positioned for the future:
•Barriers to Entry: We believe that the supply of new properties in locations we target will be constrained by barriers to entry. While we have seen a moderate increase in ground-up development, primarily of RV properties, the most |
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significant barrier continues to be the difficulty of securing zoning permits from local authorities. This has been the result of (i) the public perception of manufactured housing, and (ii) the fact that MH and RV communities generate less tax revenue than conventional housing properties because the homes are treated as personal property (a benefit to the homeowner) rather than real property. Further, the length of time between investment in a property's development and the attainment of stabilized occupancy and the generation of profit is significant. The initial development of the infrastructure may take up to three years and once a property is ready for occupancy, it may be difficult to attract customers to an empty property. •Customer Base: We believe that properties tend to achieve and maintain a stable rate of occupancy due to the following factors: (i) customers typically own their own homes, (ii) properties tend to foster a sense of community as a result of amenities, such as clubhouses and recreational and social activities, (iii) customers often sell their homes in-place (similar to site-built residential housing), resulting in no interruption of rental payments to us, and (iv) moving a factory-built home from one property to another involves substantial cost and effort. •Lifestyle Choice: There are currently over 1 million RV camp sites in privately owned RV parks and campgrounds in the United States per the National Association of RV Parks and Campgrounds ("ARVC"). According to the Recreational Vehicle Industry Association ("RVIA") in 2019, RV ownership has reached record levels. More than nine million households now own an RV, a 16% increase since 2011 and a 64% increase since 1980. The 73 million people born in the United States from 1946 to 1964, or "baby boomers," make up one of the largest and fastest growing segments in this market. According to the U.S. Census Bureau in 2019, every day 10,000 Americans turn 65 years old, and all baby boomers will be at least age 65 by 2030. We believe that this population segment, seeking an active lifestyle, will provide opportunities for our future growth. As RV owners age and move beyond the more active RV lifestyle, they will often seek permanent retirement or vacation establishments. Manufactured homes and cottages have become an increasingly popular housing alternative. According to 2018 U.S. Census Bureau National Population Projections figures, the population of people ages 55 and older is expected to grow 17% within the next 15 years. |
We believe that the housing choices in our Properties are especially attractive to such individuals throughout this lifestyle cycle. Our Properties offer an appealing amenity package, close proximity to local services, social activities, low maintenance and a secure environment. In fact, many of our Properties allow for this cycle to occur within a single Property.
Additionally, RV sales are expected to benefit from an increase in demand from those born in the United States from 1980 to 1995, or "Millennials,"Millennials, over the coming years, according to the RVIA. The number of consumers between age 30 and 45 is expected to total 72 million by 2025, 13% higher than in 2015. Data collected on RV retail registrations found the share of RV ownership has increased in the younger age brackets between 2015 and 2018. RV ownership for those aged 35 to 44 increased from 18.4% in 2015 to 20.8% in 2018. For those aged 25 to 34, RV ownership increased from 5.0% in 2015 to 8.1% in 2018. The consumers most likely to purchase RVs, according to a study conducted with Nielsen in 2016 by Go RVing, a coalition of RV industry trade groups, are families searching for adventures, individuals looking for locations with natural beauty and opportunities for outdoor sports and recreation, and kid-free adult adventurers enjoying the freedom, convenience and low-cost options of RVs. According to The 2020 North American Camping Report sponsored by Kampgrounds of America, Inc. and conducted by Cairn Consulting Group, the use of RVs as a primary camping accommodation by new campers increased 9% from 2015 to 2019. RVs provide personal space for traveling and 51% of campers say they are more likely to purchase an RV, with campers born in the United States from 1965 to 1979, or Generation X, most inclined to purchase an RV at 62% while Millennial campers had the most interest in full-time RVing at 36%.
•Construction Quality: The Department of Housing and Urban Development's ("HUD") standards for manufactured housing construction quality are the only federal standards governing housing quality of any type in the United States. Manufactured homes produced since 1976 have received a "red and silver" government seal certifying that they were built in compliance with the federal code. The code regulates manufactured home design and construction, strength and durability, fire resistance and energy efficiency, and the installation and performance of heating, plumbing, air conditioning, thermal and electrical systems. In newer homes, top grade lumber and dry wall materials are common. Also, manufacturers are required to follow the same fire codes as builders of site-built structures. In 1994, following the devastation left by Hurricane Andrew, HUD introduced regulations that established different wind zones across the country. As a result, any homes set in place since 1994 must be able to withstand wind speeds of 70 miles per hour in Zone 1, 100 miles per hour in Zone 2 and 110 miles per hour in Zone 3. While most of the United States is designated wind Zone 1, areas most likely to be impacted by hurricanes are either Zone 2 or Zone 3. |
Although construction of cottages, which are generally smaller homes, do not come under the same HUD regulations, they are built and certified in accordance with National Fire Protection Association ("NFPA") 1192-15 and American National Standards Institute ("ANSI") A119.5 consensus standards for park model recreational vehicles and have
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many of the same quality features. RVIA operates a safety standards and inspection program that requires member manufacturers of all recreation vehicles, including park model RVs, to certify that each unit built complies with the requirements of the applicable standards.
•Comparability to Site-Built Homes: Since inception, the manufactured housing industry has experienced a trend toward multi-section homes. The average current manufactured homes are approximately 1,438 square feet. Many such homes have nine-foot or vaulted ceilings, fireplaces and as many as four bedrooms, and closely resemble single-family ranch-style site-built homes at a fraction of the price. At our Properties, there is an active resale or rental market for these larger homes. According to the 2019 U.S. Census American Community Survey, manufactured homes represent 8.4% of single-family housing units. |
•Second Home and Vacation Home Demographics: According to 2020 National Association of Home Builders reports, there were approximately 7.5 million second and vacation homes in 2018, accounting for 5.5% of the total housing stock in 2018. In 2020, the number of recent home buyers who own more than one home was 17%, up from 16% in 2019, according to the National Association of Realtors ("NAR"). NAR reports that owning more than one property was most common for buyers aged 65 years and older at 22%. Additionally, NAR reports that of second homebuyers from October 2015 through September 2020, 39% purchased in resort areas, 16% purchased in small towns and 15% purchased in rural areas. Looking ahead, we expect continued strong demand from baby boomers and Generation X. We believe these individuals will continue to drive the market for second-home sales as vacation properties, investment opportunities, or retirement retreats. We believe it is likely that over the next decade we will continue to see high levels of second-home sales and that homes and cottages in our Properties will continue to provide a viable second-home alternative to site-built homes.
Notwithstanding our belief that the industry information highlighted above provides us with significant long-term growth opportunities, our short-term growth opportunities could be disrupted by the following:
•Shipments: According to statistics compiled by the U.S. Census Bureau, manufactured home shipments to dealers increased each year from 2010 to 2018, before declining slightly in 2019. Shipments in 2020 were in line with 2019 at 94,400 units. According to the RVIA, wholesale shipments of RVs increased 6.0% in 2020 to approximately 430,400 units as compared to 2019, on par with the third highest annual shipment total on record. The shipment numbers for 2020 reflect increasing consumer interest in RVing and the growth in consumer demand to purchase RVs that began in the early summer and continued for the remainder of the year. |
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2.U.S. Census: Manufactured Homes Survey
•Sales: Retail sales of RVs totaled approximately 472,233 in 2020, a 13.7% increase from 2019 RV sales of 415,325 and a 7.1% increase from 2018 RV sales of 440,994. We believe consumers viewed RVs as a safe way to enjoy an active outdoor lifestyle, travel and see the country. The enduring appeal of the RV lifestyle has translated into 9 continued strength in RV sales, as 2020 is the highest sales year for the industry. RV sales could continue to benefit from the increased demand from the baby boomers and Millennials. Financing options are also available as RV dealers typically have relationships with third-party lenders, who provide financing for the purchase of a RV. • |
Availability of financing: Although RV financing is readily available, the economic and legislative environment has generally made it difficult for buyers of both manufactured homes and RVs to obtain financing. Legislation enacted in 2008 and effective in 2010, known as the SAFE Act (Secure and Fair Enforcement for Mortgage Licensing Act) requires community owners interested in providing financing to buyers of manufactured homes to register as mortgage loan originators in states where they engage in such financing. In comparison to financing available to buyers of site-built homes, the few third-party financing sources available to buyers of manufactured homes offer financing with higher down payments, higher rates and shorter maturities, and loan approval is subject to more stringent underwriting criteria. In 2013, we entered into a joint venture, ECHO Financing, LLC, to buy and sell homes and purchase loans made by an unaffiliated lender to residents at our Properties. See Item 1A. Risk Factors and consolidated financial statements and related notes beginning on page F-1 of this Form 10-K for more detailed information. |
In 2017, the Federal Housing Finance Agency ("FHFA") published Fannie Mae's and Freddie Mac's Underserved Markets Plans for 2018-2020 (the "Plans") under the duty-to-serve provisions mandated by the Federal Housing Enterprises Financial Safety and Soundness Act of 1992, as amended by the Housing and Economic Recovery Act of 2008. The FHFA
mandate requires Fannie Mae and Freddie Mac to serve three specific underserved markets, one of which is the manufactured housing sector. The Plans outline four duty-to-serve focus areas related to manufactured housing, including home purchase financing for customers placing manufactured homes in land lease communities. While this may have a positive impact on the ability of our customers to obtain chattel financing, the actual impact on us as well as the industry cannot be determined at this time. In addition,Additionally, the U.S. Departmentnew administration may redefine the objectives of the Treasury released the Housing Reform Plan in September 2019, which outlined a plan to end the conservatorships of the government sponsored enterprises. The Housing Reform Plan could have an impact on the Plans.
Available Information
We file reports electronically with the Securities and Exchange Commission ("SEC"). The SEC maintains a website that contains reports, proxy information and statements and other information regarding issuers that file electronically with the SEC at http://www.sec.gov. We also maintain a website with information about us as well as our press releases, investor presentations, and filings with the SEC at http://www.equitylifestyleproperties.com, which can be accessed free of charge. We intend to post material on our website from time to time that contains material non-public information. The posting of such information is intended to comply with our disclosure requirements under Regulation Fair Disclosure. Accordingly, in addition to following our SEC filings and public conference calls, we encourage investors, the media and others interested in us to review the business and financial information we post on our website. The information contained on our website, or available by hyperlink from our website, is not incorporated into this Form 10-K or other documents we file with, or furnish to, the SEC. Requests for copies of our filings with the SEC and other investor inquiries should be directed to:
Investor Relations Department
Equity LifeStyle Properties, Inc.
Two North Riverside Plaza
Chicago, Illinois 60606
Phone: 1-800-247-5279
e-mail: investor_relations@equitylifestyle.com
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Item 1A. Risk Factors
The following risk factors could cause our actual results to differ materially from those expressed or implied in forward-looking statements made in this Form 10-K and presented elsewhere by our management from time to time. These risk factors may have a material adverse effect on our business, financial condition, operating results and cash flows. Additional risks and uncertainties not presently known to us or that are currently not believed to be material may also affect our actual results.
Risks Relating to Our Operations and Real Estate Investments
The current pandemic of the novel coronavirus, or COVID-19, has adversely impacted us, and COVID-19, or the future outbreak of other highly infectious or contagious diseases, could materially and adversely impact or disrupt our business, including our financial condition, results of operations and cash flows.
COVID-19 has had, and another pandemic could have, significant repercussions across regional, national and global economies and financial markets, and has and could continue to trigger periods of regional, national and global economic slowdown or recessions. Many U.S. cities and states, including cities and states where our offices and properties are located, have implemented measures to combat COVID-19, including quarantines, shelter-in-place and stay-at-home orders, social distancing requirements, and restrictions on travel and the types of business that may continue to operate. We have taken actions in response to or in furtherance of these measures, including, but not limited to, temporarily halting RV reservations by incoming transient customers, delaying opening certain of our northern RV communities, closing all indoor amenity areas, pools and playgrounds, introducing a rent deferral program and waiving certain late fees and cancellation fees. These actions have since been discontinued except for some amenities which remain closed, however circumstances may require us to reimplement some or all of these actions. Although vaccines for COVID-19 have been developed, we can provide no assurance as to the timing of the distribution and administration of the vaccines, that the vaccines will be effective and administered in quantities sufficient to address the COVID-19 pandemic, or that there will not be lasting changes in consumer behavior as a result of the COVID-19 pandemic that may impact our business. See "Management Discussion and Analysis of Financial Condition and Results of Operations - COVID-19 Pandemic Update."
The effects of COVID-19 have had and could continue to have, or another pandemic could have, an adverse effect on our financial condition, results of operations and cash flows, which impact could be material, due to, among other factors:
•Weaknesses in national, regional or local economies may prevent our residents and customers from paying rent in full or on a timely basis. Federal, state, local, and industry-initiated efforts, including eviction moratoriums, have affected and may continue to affect our ability to collect rent or enforce remedies for the failure to pay rent. These efforts could lead to an increase in our recognition of credit losses related to our rent receivables. In addition, a reduction in the ability or willingness of prospective customers to visit our properties could impact our ability to lease Sites and sell manufactured homes and may result in lower rental income and ancillary operating revenues produced by our Properties.
•The seasonal and transient customers that vacation and camp at our Properties, including our RV communities, may be less likely to visit if they have less disposable income for leisure-time activities, or are unable to visit due to health concerns, shelter-in-place and stay-at-home orders, or travel restrictions, including cross-border restrictions from Canada, which have caused and could continue to cause cancellation of existing reservations and reduced transient rental income.
•A general decline in business activity and discretionary spending could result in fewer customers purchasing membership subscriptions, or existing customers purchasing fewer membership upgrades or failing to pay annual subscription fees or installments on financed upgrade sales.
•A reduction in the demand for our Properties due to a general decline in business activity and discretionary spending could adversely affect the value of our Properties. This could lead to an impairment of our real estate investments. In addition, we may be unable to complete planned development of land for expansion or other capital improvement projects on a timely basis or at all due to government-mandated shutdowns or an inability by our third-party contractors to continue to work on construction projects.
•A general decline in business activity or demand for real estate transactions could adversely affect our ability or desire to acquire additional properties, including through our joint ventures.
•The financial impact of COVID-19 could negatively impact our ability to comply with financial covenants in our credit arrangements and result in a default and potentially an acceleration of indebtedness, which non-compliance could negatively impact our ability to make additional borrowings under our credit facilities.
•A severe disruption and instability in the global financial markets or a deterioration in credit and financing conditions may affect our ability to access capital necessary to fund business operations, including the acquisition or expansion of properties, or replace or renew maturing liabilities on a timely basis, on attractive terms, or at all and may adversely affect the valuation of financial assets and liabilities.
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•COVID-19 could negatively affect the health, availability and productivity of our current personnel. It could also affect our ability to recruit and attract new employees and retain current employees whose hours have been reduced. An outbreak of COVID-19 that directly affects, or threatens to directly affect, any of our properties could also deter or prevent our on-site personnel from reporting to work. The effects of shelter-in-place and stay-at-home orders, including remote work arrangements for an extended period of time, could strain our business continuity plans, introduce operational risk, including but not limited to cybersecurity risks, and impair our ability to manage our business. Further, we have and may continue to implement mitigation and other measures to support and protect our employees, which could result in increased labor costs.
The rapid development and fluidity of the circumstances resulting from COVID-19 precludes any prediction as to the ultimate adverse impact of COVID-19. Nevertheless, COVID-19 and the current financial, economic and capital markets environment, and future developments in these and other areas present material uncertainty and risk with respect to our performance, financial condition, volume of business, results of operations and cash flows, which could adversely affect our ability to make distributions.
The Economic Performance and Value of Our Properties Are Subject to Risks Associated with The Real Estate Industry.
The economic performance and value of our Properties could be adversely affected by various factors, many of which are outside of our control. These factors include but are not limited to the following:
•changes in the national, regional and/or local economies;
•the attractiveness of our Properties to customers, competition from other MH and RV communities and lifestyle-oriented properties and alternative forms of housing (such as apartment buildings and site-built single-family homes);
•the ability of MH and RV manufacturers to adapt to changes in the economy and the availability of units from these manufacturers;
•the ability of our potential customers to sell or lease their existing residences in order to purchase homes or cottages at our Properties, and heightened price sensitivity for seasonal and second homebuyers;
•the ability of our potential customers to obtain financing on the purchase of homes, cottages or RVs;
•our ability to attract new customers and retain them for our membership subscriptions and upgrade sales business;
•our ability to collect payments from customers and pay or control operating costs, including real estate taxes;taxes and insurance;
•the ability of our assets to generate income sufficient to pay our expenses, service our debt and maintain our Properties;
•our ability to diversify and sell our Properties timely due to the illiquid nature of real estate investments;
•unfavorable weather conditions, especially on holiday weekends in the spring and summer months, which are our peak business periods;periods for our transient customers;
•changes in climate and the occurrence of natural disasters or catastrophic events, including acts of war and terrorist attacks;
•fluctuations in the exchange rate of the U.S. dollar to other currencies, primarily the Canadian dollar due to Canadian customers, who frequently visit our southern Properties;
•changes in U.S. social, economic and political conditions, laws and governmental regulations, including policies governing rent control, property zoning, taxation, minimum wages, chattel financing, health care, foreign trade, regulatory compliance, manufacturing, development and investment; and
•fiscal policies, instability or inaction at the U.S. federal government level, which may lead to federal government shutdowns or negative impacts on the U.S. economy.economy; and
•COVID-19, or other highly infectious or contagious diseases, which has had and could continue to have an adverse effect on our business.
Changes in or the occurrence of any of these factors could adversely affect our financial condition, results of operations, market price of our common stock and our ability to make expected distributions to our stockholders or result in claims, including, but not limited to, foreclosure by a lender in the event of our inability to service our debt.
Economic Downturn in Markets with a Large Concentration of Our Properties May Adversely Affect Our Financial Condition, Results of Operations, Cash Flows and Ability to Make Distributions.
Our success is dependent upon economic conditions in the U.S. generally and in the geographic areas where a substantial number of our Properties are located. As we have a large concentration of properties in certain markets, most notably Florida, California and Arizona, which comprise 43.5%44.3%, 13.3%12.9% and 9.5%, respectively, of our total property operating revenue for the year ended December 31, 2020, adverse market and economic conditions in these areas could significantly affect factors, such as occupancy and rental rates, and could have a significant impact on our financial condition, results of operations, cash flows
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and ability to make distributions. Furthermore, stay-at-home orders and travel restrictions could adversely impact the ability of our customers to visit our Properties. In a recession or under other adverse economic conditions, such as during a government shutdown, non-earning assets and write-downs are likely to increase as debtors fail to meet their payment obligations. Although we maintain reserves for credit losses in amounts that we believe are sufficient to provide adequate protection against potential write-downs in our portfolio, these amounts could prove to be insufficient.
Certain of Our Properties, Primarily Our RV Communities, are Subject to Seasonality and Cyclicality.
Some of our RV communities are used primarily by vacationers and campers. These Properties experience seasonal demand, which generally increases in the spring and summer months and decreases in the fall and winter months. As such, results for a certain quarter may not be indicative of the results of future quarters. In addition, since our RV communities are primarily used by vacationers and campers, economic cyclicality resulting in a downturn that affects discretionary spending and disposable income for leisure-time activities could adversely affect our cash flows.
Our Properties May Not Be Readily Adaptable to Other Uses.
Properties in our portfolio, including marinas and certain RV communities, are specific-use properties and may contain features or assets that have limited alternative uses. These Properties may also have distinct operational functions that involve specific procedures and training. If the operations of any of our Properties become unprofitable due to industry competition, operational execution or otherwise, then it may not be feasible to operate the Property for another use, and the value of certain features or assets used at the Property, or the Property itself, may be impaired. Should any of these events occur, our financial condition, results of operations and cash flows could be adversely impacted.
Competition for Acquisitions May Result in Increased Prices for Properties and Associated Costs and Increased Costs of Financing.
Other real estate investors with significant capital may compete with us for attractive investment opportunities. Such competition could increase prices for Properties and result in increased fixed costs, including real estate taxes. To the extent we are unable to effectively compete or acquire properties on favorable terms, our ability to expand our business could be adversely affected.
New Acquisitions May Fail to Perform as Expected and the Intended Benefits May Not Be Realized, Which Could Have a Negative Impact on Our Operations and the Market Price of Our Common Stock.
We intend to continue to acquire Properties. However, newly acquired Properties may fail to perform as expected and could pose risks for our ongoing operations including the following:
•integration may prove costly or time-consuming and may divert our attention from the management of daily operations;
•we may be unable to access capital or we may encounter difficulties, such as increases in financing costs;
•we may incur costs and expenses associated with any undisclosed or potential liabilities;
•unforeseen difficulties may arise in integrating an acquisition into our portfolio;
•expected synergies may not materialize; and
•we may acquire properties in new markets where we face risks associated with lack of market knowledge such as understanding of the local economy, the local governmental and/or local permit procedures.
As a result of the foregoing, we may not accurately estimate or identify all costs necessary to bring an acquired Property up to standards established for our intended market position. As such, we cannot provide assurance that any acquisition we make will be accretive to us in the near term or at all. Furthermore, if we fail to realize the intended benefits of an acquisition, the market price of our common stock could decline to the extent that the market price reflects those benefits.
Development and Expansion Properties May Fail to Perform as Expected and the Intended Benefits May Not Be Realized, Which Could Have a Negative Impact on Our Operations and the Market Price of Our Common Stock.
We may periodically consider development and expansion activities, which are subject to risks such as construction costs exceeding original estimates and construction and lease-up delays resulting in increased construction costs and lower than expected revenues. To the extent we engage third-party contractors to complete development or expansion activities, there is no guarantee that they can complete these activities on time and in accordance with our plans and specifications. We may also be unable to obtain necessary entitlements and required governmental permits that could result in increased costs or the delay or abandonment of these activities. Additionally, there can be no assurance that these properties will operate better as a result of
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development or expansion activities due to various factors, including lower than anticipated occupancy and rental rates causing a property to be unprofitable or less profitable than originally estimated.
We Regularly Expend Capital to Maintain, Repair and Renovate Our Properties, Which Could Negatively Impact Our Financial Condition, Results of Operations and Cash Flows.
We may, or we may be required to, from time to time make significant capital expenditures to maintain or enhance the competitiveness of our Properties, including the factory-built homes that are located in these Properties. As most of our residents own their homes, the replacement, repairs and refurbishment of these homes may not be within our control. In addition, there is no assurance that any capital expenditure would result in higher occupancy or higher rental rates. The age and quality of the homes in our Properties can impact the desirability of a community and our ability to attract high quality residents and guests. To the extent that the expenditures exceed our available cash, we may need to secure new financing.
Our Ability to Renew Ground Leases Could Adversely Affect Our Financial Condition and Results of Operations.
We own the buildings and leasehold improvements at certain Properties that are subject to long-term ground leases. For various reasons, landowners may not want to renew the ground lease agreements with similar terms and conditions, if at all, which could adversely impact our ability to operate these Properties and generate revenues. We have 13 Properties in our portfolio subject to ground lease agreements for land, which we do not own. Four of the 13 Properties, which generated approximately $5.4$5.5 million of income from operations for the year ended December 31, 2019,2020, are subject to ground lease agreements with a final expiration date before 2023. See Item 8. Financial Statements and Supplementary Data—Note 16. Commitment and Contingencies.
Our Ability to Sell or Rent Manufactured Homes Could Be Impaired, Resulting in Reduced Cash Flows.
Selling and renting homes is a primary part of our business. Our ability to sell or rent manufactured homes could be adversely affected by any of the following factors:
•disruptions in the single-family housing market;
•local conditions, such as an oversupply of lifestyle-oriented properties or a reduction in demand for lifestyle-oriented properties;
•increased costs to acquire homes;
•our ability to obtain an adequate supply of homes at reasonable costs from MH suppliers;
•our ability to acquire or develop existing land suitable for home building;
•the ability of customers to obtain affordable financing; and
•demographics, such as the retirement of "baby boomers", and their demand for access to our lifestyle-oriented Properties.
Regulation of Chattel Financing May Affect Our Ability to Sell Homes.
Since 2010, the regulatory environment has made it difficult for purchasers of manufactured homes and RVs to obtain financing. The Secure and Fair Enforcement for Mortgage Licensing Act enacted in 2008 and effective in 2010, requires community owners interested in providing financing for customer purchases of manufactured homes to register as mortgage loan originators in states where they engage in such financing. In addition, the Dodd-Frank Wall Street Reform and Consumer Protection Act amended the Truth in Lending Act and other consumer protection laws by adding requirements for residential mortgage loans, including limitations on mortgage origination activities, restrictions on high-cost mortgages and new standards for appraisals. The law also requires lenders to make a reasonable investigation into a borrower's ability to repay a loan. These requirements make it more difficult for homeowners to obtain affordable financing and especially for individuals with moderate income to obtain loans to purchase manufactured housing or RVs. Homeowners' ability to obtain affordable financing could affect our ability to sell homes.
Our Investments in Joint Ventures Could Be Adversely Affected by Our Lack of Sole Decision-Making Authority Regarding Major Decisions, Our Reliance on Our Joint Venture Partners' Financial Condition, Any Disputes That May Arise Between Us and Our Joint Venture Partners and Our Exposure to Potential Losses From the Actions of Our Joint Venture Partners.
We have joint ventures with other investors. We currently and may continue in the future to acquire properties or make investments in joint ventures with other persons or entities when we believe circumstances warrant the use of such structures. Joint venture investments involve risks not present with respect to our wholly owned Properties, including the following:
•our joint venture partners may experience financial distress, become bankrupt or fail to fund their share of required capital contributions due to adverse economic conditions, which could delay construction or development of a property, increase our financial commitment to the joint venture or adversely impact the ongoing operations of the joint venture; 14 • |
our joint venture partners may have business interests or goals with respect to a property that conflict with our business interests and goals, which could increase the likelihood of disputes regarding the ownership, management or disposition of the property; and
•we may be unable to take actions that are opposed by our joint venture partners under arrangements that require us to share decision-making authority over major decisions affecting the ownership or operation of the joint venture and any property owned by the joint venture, such as the sale or financing of the property or the making of additional capital contributions for the benefit of the venture.
At times we have entered into agreements providing for joint and several liability with our partners. Frequently, we and our partners may each have the right to trigger a buy-sell arrangement, which could cause us to sell our interest, or acquire our partners' interest, at a time when we otherwise would not have initiated such a transaction. Any of these risks could materially and adversely affect our ability to generate and recognize attractive returns on our joint venture investments, which could have a material adverse effect on our results of operations, financial condition and distributions to our stockholders.
There is a Risk of Accidents, Injuries or Outbreaks Occurring at Our Properties Which May Negatively Impact Our Operations.
While we maintain and promote safety at our Properties, there are inherent risks associated with certain features, assets and activities at our communities. An accident, injury or an injuryoutbreak at any of our communities, particularly an accident, injury or injuryoutbreak involving the safety of residents, and guests and employees, may be associated with claims against us involving higher assertions of damages and/or higher public visibility. The occurrence of an accident, injury or an injuryoutbreak at any of our communities could also cause damage to our brand or reputation, lead to loss of consumer confidence in us, reduce occupancy at our communities and negatively impact our results of operations.
Our Success Depends, in Part, on Our Ability to Attract and Retain Talented Employees.
Our ability to attract, retain and motivate talented employees could significantly impact our future performance. Competition for these individuals is intense, and there is no assurance that we will retain our key officers and employees or that we will be able to attract and retain other highly qualified individuals in the future.
Our Business Operations are Dependent Onon the Effective Operation of Technology.
We rely on software and computer systems to process and store information required for our business operations. Additionally, with the outbreak of COVID-19, certain of our corporate and regional staff have been regularly working remotely, further increasing our dependence on technology to complete our business processes. Any disruption to these systems or to third-party vendors that maintain these systems could adversely affect our business operations. While we maintain and require our vendors to maintain appropriate back-up copies of our information, transitioning to a new system or vendor can be time-consuming and disruptive. Additionally, it is important for us to explore and evolve with new developments in technology to stay competitive. For example, our consumers rely on our technology platforms to make reservations, and therefore, these user interfaces must be understandable and easy to use. It may require investment of both time and expense to implement a new system or upgrade our existing technology. Interruptions to any of the above could lead to lost revenues, interruptions in our business operations and damage to our business reputation.
Risks Relating to Governmental Regulation and Potential Litigation
Changes to Federal and State Laws and Regulations Could Adversely Affect Our Operations and the Market Price of Our Common Stock.
Our business operations are subject to certain federal and state laws and regulations including but not limited to the following:
•Rent Control Legislation
Certain of our Properties are subject to state and local rent control regulations that dictate rent increases and our ability to recover increases in operating expenses and the costs of capital improvements. In addition, in certain jurisdictions, such regulations allow residents to sell their homes for a price that includes a premium above the intrinsic value of the homes. The premium represents the value of the future discounted rent-controlled rents, which is fully capitalized into the prices of the homes sold. In our view, such regulations result in a transfer to the residents of the value of our land, which would otherwise be reflected in market rents. As part of our effort to realize the value of Properties subject to restrictive regulation, we have initiated lawsuits at various times against various municipalities imposing such regulations in an attempt to balance the interests of our stockholders with the interests of our customers. In addition, we operate certain of our Properties, and may acquire
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additional properties, in high cost markets where the demand for affordable housing may result in the adoption of new rent control legislation that may impact rent increases.
We also own Properties in certain areas of the country where rental rates at our Properties have not increased as fast as real estate values either because of locally imposed rent control or long term leases. In such areas, certain local government entities have at times investigated the possibility of seeking to take our Properties by eminent domain at values below the value of the underlying land. While no such eminent domain proceeding has been commenced, and we anticipate exercising all of our rights in connection with any such proceeding, successful condemnation proceedings by municipalities could adversely affect our financial condition.
Resident groups have previously filed lawsuits against us seeking to limit rent increases and/or seeking large damage awards for our alleged failure to properly maintain certain Properties or other resident related matters. An adverse finding against us in any such proceeding could materially and adversely affect our results of operations, financial condition and distributions to our stockholders.
•Occupational, Safety and Health Act
Our Properties are subject to regulation under the federal Occupational, Safety and Health Act ("OSHA"), which requires employers to provide employees with an environment free from hazards, such as exposure to toxic chemicals, excessive noise levels, mechanical dangers, heat or cold stress and unsanitary conditions. Although we believe that our Properties are in compliance in all material respects with applicable requirements, complying with OSHA and similar laws can be costly and any failure to comply with these regulations could result in penalties or potential litigation.
•Americans with Disabilities Act
Under the Americans with Disabilities Act ("ADA"), all public accommodations and commercial facilities must meet certain federal requirements related to access and use by disabled persons. Although we believe that our Properties are in compliance in all material respects with applicable requirements, noncompliance with the ADA or related laws or regulations could result in the U.S. government imposing fines or private litigants being awarded damages against us. Such costs may adversely affect our ability to make distributions or payments to our investors. Compliance with the ADA requirements could involve removal of structural barriers to access or use by disabled persons. Other federal, state and local laws may require modifications to or restrict further renovations of our Properties with respect to such access or use.
Additionally, Title III of the ADA has been interpreted by the U.S. courts to include websites as "places of public accommodations." For our websites to be ADA compliant, they must be accessible. While no laws have been passed related to website accessibility, the recognized de facto standard in the U.S. is the Web Content Accessibility Guideline. We may incur costs to make our websites ADA compliant or face litigation if they are not compliant.
Laws and Regulations Relating to Campground Membership Sales and Properties Could Adversely Affect the Value of Certain Properties and Our Cash Flows.
Many of the states in which we operate have laws regulating campground membership sales and properties. These laws generally require comprehensive disclosure to prospective purchasers, and usually give purchasers the right to rescind their purchase between three to five days after the date of sale. Some states have laws requiring us to register with a state agency and obtain a permit to market. We are subject to changes, from time to time, in the application or interpretation of such laws that can affect our business or the rights of our members.
In some states, including California, Oregon and Washington, laws place limitations on the ability of the owner of a campground property to close the property unless the customers at the property receive access to a comparable property. The impact of the rights of customers under these laws is uncertain and could adversely affect the availability or timing of sale opportunities or our ability to realize recoveries from Property sales.
Certain consumer rights and defenses that vary from jurisdiction to jurisdiction may affect our portfolio of contracts receivable. Examples of such laws include state and federal consumer credit and truth-in-lending laws requiring the disclosure of finance charges, and usury and retail installment sales laws regulating permissible finance charges.
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Environmental Risks
Natural Disasters Could Adversely Affect the Value of Our Properties, Our Financial Condition, Results of Operations and Cash Flows; Climate Change Could Increase the Frequency and Severity of Natural Disasters.Flows.
We are subject to risks associated with natural disasters, including but not limited to hurricanes, storms, fires and earthquakes. As of December 31, 2019,2020, we owned or had an ownership interest in 413422 Properties, including 133 Properties and 1112 marinas located in Florida and 4950 Properties located in California. The occurrence of a natural disaster or other catastrophic event in any of these areas may cause a sudden decrease in the value of our Properties and result in an adverse effect to our financial condition, results of operations and cash flows.
Climate Change May Adversely Affect Our Business.
Climate change could increase the frequency and severity of natural disasters and change weather patterns. To the extent climate change causes changes in weather patterns, our markets could experience increases in storm intensity, frequency and magnitude of wildfires, and rising sea levels.levels, drought and changes to precipitation and temperatures. Our properties are dependent on state and local utility infrastructure for delivery of energy, water supply and/or other utilities. We do not control investment in that infrastructure and the condition of the infrastructure and supply of the utilities may not be sufficient to handle impact resulting from climate change. Over time, these conditions could result in increased incidents of physical damage to our Properties, declining demand for our Properties and increased difficulties operating them. Climate change may also have indirect effects on our business by increasing the cost of (or making unavailable) property insurance on terms we find acceptable, increasing the cost of (or making unavailable) energy, water supply and other utilities at our Properties and requiring us to expend funds as we seek to repair and protect our Properties against such risks. These
In addition, climate change could lead to changes in federal, state, and local legislation and regulation, which may require increased capital expenditures at our Properties. Additionally, these capital expenditures may or may not result in lower on-going expenses or make an impact on the desirability of our Properties and our ability to attract high quality residents and guests. Any such losses, increases in costs or business interruptions could adversely affect our financial condition and operating results.
Environmental and Utility-Related Problems are Possible and Can Be Costly.
Federal, state and local laws and regulations relating to the protection of the environment may require a current or previous owner or operator of real property to investigate and clean up hazardous or toxic substances or lead or petroleum product releases at such property. The owner or operator may have to pay a governmental entity or third parties for property damage and for investigation and clean-up costs incurred by such parties in connection with the contamination. Properties containing lead may require removal of the material. This can be costly and, if the lead infiltrates the groundwater or other water supply, further remediation may be necessary. Such laws typically impose clean-up responsibility and liability without regard to whether the owner or operator knew of or caused the presence of the contaminants. Even if more than one person may have been responsible for the contamination, each person covered by the environmental laws may be held responsible for all of the clean-up costs incurred. In addition, third parties could sue the owner or operator of a site for damages and costs resulting from environmental contamination emanating from that site.
Environmental laws also govern the presence, maintenance and removal of environmental contamination, including asbestos and wastewater discharge. Such laws require that owners or operators of properties containing hazardous or toxic substances to
properly manage them. Owners or operators of properties containing asbestos must notify and train those who may come into contact with asbestos and undertake special precautions, including removal or other abatement, if asbestos would be disturbed during renovation or demolition of a building. Such laws may impose fines and penalties on real property owners or operators who fail to comply with these requirements and may allow third parties to seek recovery from owners or operators for personal injury associated with exposure to asbestos fibers.
Utility-related laws and regulations also govern the provision of utility services. Such laws regulate, for example, how and to what extent owners or operators of property can charge renters for provision of utilities. Such laws also regulate the operations and performance of utility systems and may impose fines and penalties on real property owners or operators who fail to comply with these requirements. The regulations may also require capital investment to maintain compliance.
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Risks Relating to Debt and the Financial Markets
Our Substantial Indebtedness Could Adversely Affect Our Financial Condition and Results of Operations.
Our business is subject to risks normally associated with debt financing. The total principal amount of our outstanding indebtedness was approximately $2,432.4$2,694.9 million as of December 31, 2019,2020, of which approximately $48.3$222.0 million, or 2.1%8.24%, is related to our line of credit and $148.4 million of secured debt, or 5.51%, matures in 2020 and approximately $168.9 million, or 7.4%, matures in 2021.2022. Our substantial indebtedness and the cash flows associated with serving our indebtedness could have important consequences, including the risks that:
•our cash flows could be insufficient to pay distributions at expected levels and meet required payments of principal and interest;
•we might be required to use a substantial portion of our cash flows from operations to pay our indebtedness, thereby reducing the availability of our cash flows to fund the implementation of our business strategy, acquisitions, capital expenditures and other general corporate purposes;
•our debt service obligations could limit our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate;
•terms of refinancing may not be as favorable as the terms of existing indebtedness, resulting in higher interest rates that could adversely affect net income, cash flows and our ability to service debt and make distributions to stockholders;
•if principal payments due at maturity cannot be refinanced, extended or paid with proceeds of other capital transactions, such as new equity capital, our cash flows may not be sufficient in all years to repay all maturing debt; and
•to the extent that any Property is cross-collateralized with any other Properties, any default under the mortgage note relating to one Property could result in a default under the financing arrangements relating to other Properties that also provide security for that mortgage note or are cross-collateralized with such mortgage note.
Our Ability to Obtain Mortgage Financing or Refinance Maturing Mortgages May Adversely Affect Our Financial Condition.
Lenders' demands on borrowers as to the quality of the collateral and related cash flows may make it challenging to secure financing on attractive terms or at all. Future market factors including increases in the U.S. federal reserve funds rate may result in an increase in market interest rates, which could increase the costs of refinancing existing indebtedness or obtaining new debt.
Additionally, future disruptions in capital and credit markets, including potential reforms to Fannie Mae and Freddie Mac, could impact both the capacity and liquidity of lenders, resulting in financing terms that are less attractive to us and/or the unavailability of certain types of debt financing. This could have an adverse effect on our ability to refinance maturing debt and/or react to changing economic and business conditions.
Financial Covenants Could Adversely Affect Our Financial Condition.
If a Property is mortgaged to secure payment of indebtedness, and we are unable to meet mortgage payments, the mortgagee could foreclose on the Property, resulting in loss of income and asset value. The mortgages on our Properties contain customary negative covenants, which among other things limit our ability, without the prior consent of the lender, to further mortgage the Property and to discontinue insurance coverage. In addition, our unsecured credit facilities contain certain customary restrictions, requirements and other limitations on our ability to incur indebtedness, including total debt-to-assets ratios, debt service coverage ratios and minimum ratios of unencumbered assets to unsecured debt. Foreclosure on mortgaged Properties or an inability to refinance existing indebtedness would likely have a negative impact on our financial condition and results of operations.
Our Degree of Leverage Could Limit Our Ability to Obtain Additional Financing.
Our debt-to-market-capitalization ratio (total debt as a percentage of total debt plus the market value of the outstanding common stock and OP Units held by parties other than us) was approximately 15.2%18.1% as of December 31, 2019.2020. The degree of leverage could have important consequences to stockholders, including an adverse effect on our ability to obtain additional financing
in the future for working capital, capital expenditures, acquisitions, development or other general corporate purposes, and could make us more vulnerable to a downturn in business or the economy generally.
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We May Be Able to Incur Substantially More Debt, Which Would Increase the Risks Associated With Our Substantial Leverage.
Despite our current indebtedness levels, we may still be able to incur substantially more debt in the future. If new debt is added to our current debt levels, an even greater portion of our cash flow will be needed to satisfy our debt service obligations. As a result, the related risks that we now face could intensify and increase the risk of a default on our indebtedness.
We May Be Adversely Affected By Changes in LIBOR Reporting Practices or the Method in Which LIBOR Is Determined.
In July 2017, the Financial Conduct Authority announced it intends to stop compelling banks to submit rates for the calculation of LIBOR after 2021. Further, in November 2020, ICE Benchmark Administration, the administrator of LIBOR, announced plans to consult on ceasing publication of certain USD-LIBOR rates on June 30, 2023. The Alternative Reference Rates Committee ("ARRC") has proposed that the Secured Overnight Financing Rate ("SOFR") is the rate that represents best practice as the alternative to USD-LIBOR for use in derivatives and other financial contracts that are currently indexed to USD-LIBOR. ARRC has proposed a market transition plan to SOFR from USD-LIBOR and organizations are currently working on industry wide and company specific transition plans as it relates to derivatives and cash markets exposed to USD-LIBOR. Our floating rate borrowings and derivative instruments are indexed to USD-LIBOR and we are monitoring this activity and evaluating the related risks. Although the full impact of such reforms and actions, together with any transition away from LIBOR, including the potential or actual discontinuance of LIBOR publication, remains unclear, these changes could have a material adverse impact on the availability of financing, including LIBOR-based loans, and as a result on our financing costs.
Risks Related to Our Company Ownership
Provisions of Our Charter and Bylaws Could Inhibit Changes of Control.
Certain provisions of our charter and bylaws may delay or prevent a change of control or other transactions that could provide our stockholders with a premium over the then-prevailing market price of their common stock or future series of preferred stock, if any, which might otherwise be in the best interest of our stockholders. These include the Ownership Limit described below. Also, any future series of preferred stock may have certain voting provisions that could delay or prevent a change of control or other transaction that might involve a premium price or otherwise be beneficial to our stockholders.
Maryland Law Imposes Certain Limitations on Changes of Control.
Certain provisions of the Maryland General Corporation Law ("MGCL") prohibit "business combinations" (including certain issuances of equity securities) with any person who beneficially owns 10% or more of the voting power of our outstanding common stock, or with an affiliate of ours, who, at any time within the two-year period prior to the date in question, was the owner of 10% or more of the voting power of our outstanding voting stock (an "Interested Stockholder"), or with an affiliate of an Interested Stockholder. These prohibitions last for five years after the most recent date on which the Interested Stockholder became an Interested Stockholder. After the five-year period, a business combination with an Interested Stockholder must be approved by two super-majority stockholder votes unless, among other conditions, our common stockholders receive a minimum price for their shares and the consideration is received in cash or in the same form as previously paid by the Interested Stockholder for shares of our common stock. The Board of Directors has exempted from these provisions under Maryland law any business combination with Samuel Zell, who is Chairman of our Board of Directors, certain holders of OP Units who received them at the time of our initial public offering, and our officers who acquired common stock at the time we were formed and each and every affiliate of theirs.
Additionally, Subtitle 8 of Title 3 of the MGCL permits our Board of Directors, without stockholder approval and regardless of what is currently provided in our charter or bylaws, to elect to be subject to certain provisions relating to corporate governance that may have the effect of delaying, deferring or preventing a transaction or a change of control of our company that might involve a premium to the market price of our common stock or otherwise be in our stockholders’ best interests. These provisions include a classified board; two-thirds vote to remove a director; that the number of directors may only be fixed by the Board of Directors; that vacancies on the board as a result of an increase in the size of the board or due to death, resignation or removal can only be filled by the board, and the director appointed to fill the vacancy serves for the remainder of the full term of the class of director in which the vacancy occurred; and a majority requirement for the calling by stockholders of special meetings. Through provisions in our charter and bylaws unrelated to Subtitle 8, we already (a) require a two-thirds vote for the removal of any director from the board and (b) vest in the board the exclusive power to fix the number of directorships provided that, if there is stock outstanding and so long as there are three or more stockholders, the number is not less than three. In the future, our Board of Directors may elect, without stockholder approval, to make us subject to the provisions of Subtitle 8 to which we are not currently subject.
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Our Board of Directors has power to adopt, alter or repeal any provision of our bylaws or make new bylaws, provided, however, that our stockholders may, with certain exceptions, alter or repeal any provision of our bylaws and adopt new bylaws if any such alteration, repeal or adoption is approved by the affirmative vote of a majority of all votes entitled to be cast on the matter.
Changes in Our Investment and Financing Policies May Be Made Without Stockholder Approval.
Our investment and financing policies, and our policies with respect to certain other activities, including our growth, debt, capitalization, distributions, REIT status, and operating policies, are determined by our Board of Directors. Although our Board of Directors has no present intention to do so, these policies may be amended or revised from time to time at the discretion of our Board of Directors without notice to or a vote of our stockholders. Accordingly, stockholders may not have control over changes in our policies and changes in our policies may not fully serve the interests of all stockholders.
Conflicts of Interest Could Influence Our Decisions.
Certain stockholders could exercise influence in a manner inconsistent with stockholders' best interests. Mr. Zell and certain related entities, directly or indirectly, beneficially own shares of our common stock and OP Units as disclosed in our Proxy Statement on Schedule 14A for the 20202021 Annual Meeting incorporated by reference herein. Mr. Zell is the chairman of our Board of Directors. Accordingly, Mr. Zell has significant influence on our management and operation. Such influence could be exercised in a manner that is inconsistent with the interests of other stockholders. In addition, Mr. Zell and related entities continue to be involved in other investment activities. Mr. Zell and related entities have a broad and varied range of investment interests, including interests in other real estate investment companies that own other forms of housing, including multifamily housing. Mr. Zell and related entities may acquire interests in other companies. Mr. Zell may not be able to control whether any such company competes with us.
Risks Relating to Our Common Stock
We Depend on Our Subsidiaries' Dividends and Distributions.
Substantially all of our assets are owned indirectly by the Operating Partnership. As a result, we have no source of cash flows other than distributions from our Operating Partnership. For us to pay dividends to holders of our common stock, the Operating Partnership must first distribute cash to us. Before it can distribute the cash, our Operating Partnership must first satisfy its obligations to its creditors.
Market Interest Rates May Have an Effect on the Value of Our Common Stock.
One of the factors that investors consider important in deciding whether to buy or sell shares of a REIT is the distribution rates with respect to such shares (as a percentage of the price of such shares) relative to market interest rates. If market interest rates go up, prospective purchasers of REIT shares may expect a higher distribution rate. Higher interest rates would not, however, result in more of our funds to distribute and, in fact, would likely increase our borrowing costs and potentially decrease funds available for distribution. Thus, higher market interest rates could cause the market price of our publicly traded securities to go down.
Issuances or Sales of Our Common Stock May Be Dilutive.
The issuance or sale of substantial amounts of our common stock could have a dilutive effect on our actual and expected earnings per share, FFO per share and Normalized Funds from Operations ("Normalized FFO") per share. We may sell shares of our common stock under our at-the-market ("ATM")ATM equity offering program from time-to-time. During the year ended December 31, 2019,2020, we sold 1,010,472did not sell any shares through our ATM equity offering program to finance acquisitions during the year.program. As of December 31, 2019,2020, there was $140.7$200.0 million available for issuance under our ATM equity program. The actual amount of dilution cannot be determined at this time and would be dependent upon numerous factors which are not currently known to us.
Our Share Price Could Be Volatile and Could Decline, Resulting in A Substantial or Complete Loss on Our Stockholders’ Investment.
We list our common stock on the New York Stock Exchange (the "NYSE"), and our common stock could experience significant price and volume fluctuations. Investors in our common stock may experience a decrease in the value of their shares, including decreases unrelated to our operating performance or prospects. The price of our common stock could be subject to wide fluctuations in response to a number of factors, including:
•issuances of other equity securities in the future, including new series or classes of preferred stock;
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•our operating performance and the performance of other similar companies;
•our ability to maintain compliance with covenants contained in our debt facilities;
•actual or anticipated variations in our operating results, funds from operations, cash flows or liquidity;
•changes in expectations of future financial performance or changes in our earnings estimates or those of analysts;
•changes in our distribution policy;
•publication of research reports about us or the real estate industry generally;
•increases in market interest rates that lead purchasers of our common stock to demand a higher dividend yield;
•changes in market valuations of similar companies;
•adverse market reaction to the amount of our debt outstanding at any time, the amount of our debt maturing in the near-term and medium-term and our ability to refinance our debt, or our plans to incur additional debt in the future;
•additions or departures of key management personnel;
•speculation in the press or investment community;
•equity issuances by us, or share resales by our stockholders or the perception that such issuances or resales may occur;
•addition to, or removal from, market indexes used by investors to make investment decisions;
•actions by institutional stockholders; and
•general market and economic conditions.
Many of the factors listed above are beyond our control. Those factors may cause the market price of our common stock to decline significantly, regardless of our financial condition, results of operations and prospects. It is impossible to provide any assurance that the market price of our common stock will not fall in the future, and it may be difficult for holders to resell shares of our common stock at prices they find attractive, or at all. In the past, securities class action litigation has often been instituted against companies following periods of volatility in their stock price. This type of litigation could result in substantial costs and divert our management’s attention and resources.
Risks Relating to REITs and Income Taxes
We are Dependent on External Sources of Capital.
To qualify as a REIT, we must distribute to our stockholders each year at least 90% of our REIT taxable income (determined without regard to the deduction for dividends paid and excluding any net capital gain). In addition, we intend to distribute all or substantially all of our net income so that we will generally not be subject to U.S. federal income tax on our earnings. Because of these distribution requirements, it is not likely that we will be able to fund all future capital needs, including acquisitions, from income from operations. We therefore will have to rely on third-party sources of debt and equity capital financing, which may or may not be available on favorable terms or at all. Our access to third-party sources of capital depends on a number of things, including conditions in the capital markets generally and the market's perception of our growth potential and our current and potential future earnings. It may be difficult for us to meet one or more of the requirements for qualification as a REIT, including but not limited to our distribution requirement. Moreover, additional equity offerings may result in substantial dilution of stockholders' interests, and additional debt financing may substantially increase our leverage.
We Have a Stock Ownership Limit for REIT Tax Purposes.
To remain qualified as a REIT for U.S. federal income tax purposes, not more than 50% in value of our outstanding shares of capital stock may be owned, directly or indirectly, by five or fewer individuals (as defined in the federal income tax laws applicable to REITs) at any time during the last half of any taxable year. To facilitate maintenance of our REIT qualification, our charter, subject to certain exceptions, prohibits Beneficial Ownership (as defined in our charter) by any single stockholder of more than 5% (in value or number of shares, whichever is more restrictive) of our outstanding capital stock. We refer to this as the "Ownership Limit." Within certain limits, our charter permits the Board of Directors to increase the Ownership Limit with respect to any class or series of stock. The Board of Directors, upon receipt of a ruling from the IRS, opinion of counsel, or other evidence satisfactory to the Board of Directors and upon 15 days prior written notice of a proposed transfer which, if consummated, would result in the transferee owning shares in excess of the Ownership Limit, and upon such other conditions as the Board of Directors may direct, may exempt a stockholder from the Ownership Limit. Absent any such exemption, capital stock acquired or held in violation of the Ownership Limit will be transferred by operation of law to us as trustee for the benefit of the person to whom such capital stock is ultimately transferred, and the stockholder's rights to distributions and to vote would terminate. Such stockholder would be entitled to receive, from the proceeds of any subsequent sale of the capital stock we transferred as trustee, the lesser of (i) the price paid for the capital stock or, if the owner did not pay for the capital stock (for example, in the case of a gift, devise or other such transaction), the market price of the capital stock on the date of the event causing the capital stock to be transferred to us as trustee or (ii) the amount realized from such sale. A transfer of capital stock may be void if it causes a person to violate the Ownership Limit. The Ownership Limit could delay or
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prevent a change in control of us and, therefore, could adversely affect our stockholders' ability to realize a premium over the then-prevailing market price for their common stock or adversely affect the best interest of our stockholders.
Our Qualification as a REIT Is Dependent on Compliance with U.S. Federal Income Tax Requirements.
We believe we have been organized and operated in a manner so as to qualify for taxation as a REIT, and we intend to continue to operate so as to qualify as a REIT for U.S. federal income tax purposes. Our current and continuing qualification as a REIT depends on our ability to meet the various requirements imposed by the Code, which relate to organizational structure, distribution levels, diversity of stock ownership and certain restrictions with regard to owned assets and categories of income. If we qualify for taxation as a REIT, we are generally not subject to U.S. federal income tax on our taxable income that is distributed to our stockholders. However, qualification as a REIT for U.S. federal income tax purposes is governed by highly technical and complex provisions of the Code for which there are only limited judicial or administrative interpretations. In connection with certain transactions, we have received, and relied upon, advice of counsel as to the impact of such transactions on our qualification as a REIT. Our qualification as a REIT requires analysis of various facts and circumstances that may not be entirely within our control, and we cannot provide any assurance that the Internal Revenue Service (the "IRS") will agree with our analysis or the analysis of our tax counsel. In particular, the proper U.S. federal income tax treatment of right-to-use membership contracts and rental income from certain short-term stays at RV communities is uncertain and there is no assurance that the IRS will agree with our treatment of such contracts or rental income. If the IRS were to disagree with our analysis or our tax counsel's analysis of various facts and circumstances, our ability to qualify as a REIT could be adversely affected.
In addition, legislation, new regulations, administrative interpretations or court decisions might significantly change the tax laws with respect to the requirements for qualification as a REIT or the U.S. federal income tax consequences of qualification as a REIT.
If, with respect to any taxable year, we failed to maintain our qualification as a REIT (and if specified relief provisions under the Code were not applicable to such disqualification), we would be disqualified from treatment as a REIT for the four taxable years following the year during which qualification was lost. If we lost our REIT status, we could not deduct distributions to stockholders in computing our net taxable income at regular corporate rates and we would be subject to U.S. federal income tax on our net taxable incomes. If we had to pay U.S. federal income tax, the amount of money available to distribute to stockholders and pay indebtedness would be reduced for the year or years involved, and we would no longer be required to distribute money to stockholders. Although we currently intend to operate in a manner designed to allow us to qualify as a REIT, future economic, market, legal, tax or other considerations may cause us to revoke the REIT election.
Furthermore, we own a direct interest in a subsidiary REIT, and in the past we have owned interests in other subsidiary REITs, each of which elected to be taxed as REITs under Sections 856 through 860 of the Code. Provided that each subsidiary REIT that we own qualifies as a REIT, our interest in such subsidiary REIT will be treated as a qualifying real estate asset for purposes of the REIT asset tests, and any dividend income or gains derived by us from such subsidiary REIT will generally be treated as income that qualifies for purposes of the REIT gross income tests. To qualify as a REIT, the subsidiary REIT must independently satisfy all of the REIT qualification requirements. If such subsidiary REIT were to fail to qualify as a REIT, and certain relief provisions did not apply, it would be treated as a regular taxable corporation and its income would be subject to U.S. federal income tax. In addition, a failure of the subsidiary REIT to qualify as a REIT could have an adverse effect on our ability to comply with the REIT income and asset tests, and thus our ability to qualify as a REIT.
We May Pay Some Taxes, Reducing Cash Available for Stockholders.
Even if we qualify as a REIT for U.S. federal income tax purposes, we may be subject to some U.S. federal, foreign, state and local taxes on our income and property. Since January 1, 2001, certain of our corporate subsidiaries have elected to be treated as "taxable REIT subsidiaries" for U.S. federal income tax purposes, and are taxable as regular corporations and subject to certain limitations on intercompany transactions. If tax authorities determine that amounts paid by our taxable REIT subsidiaries to us are greater than what would be paid under similar arrangements among unrelated parties, we could be subject to a 100% penalty tax on the excess payments, and ongoing intercompany arrangements could have to change, resulting in higher ongoing tax payments. To the extent we are required to pay U.S. federal, foreign, state or local taxes or U.S. federal penalty taxes due to existing laws or changes to them, we will have less cash available for distribution to our stockholders.
Income from "qualified dividends" payable to U.S. Tax Lawsstockholders that are individuals, trusts and Related Interpretations Could Adversely Impact Us.
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Act, was signed into law making significant changesor the TCJA, however, U.S. stockholders that are individuals, trusts and estates generally may deduct up to 20% of the ordinary dividends (e.g., dividends not designated as capital gain dividends or qualified dividend income) received from a REIT for taxable years beginning after December 31, 2017 and before January 1, 2026. Although this deduction reduces the effective tax rate applicable to certain dividends paid by REITs (generally to 29.6% assuming the shareholder is subject to the Internal Revenue Code37% maximum rate), such tax rate is still higher than the tax rate applicable to corporate dividends that constitute qualified dividend income. Accordingly, investors who are individuals, trusts and estates may perceive investments in REITs to be relatively less attractive than investments in the stocks of 1986,non-REIT corporations that pay dividends, which could materially and adversely affect the value of the shares of REITs, including the per share trading price of our common stock.
Partnership Tax Audit Rules Could Have a Material Adverse Effect on Us.
The Bipartisan Budget Act of 2015 changed the rules applicable to U.S. federal income tax audits of partnerships. Under the rules, effective for taxable years beginning in 2018, among other changes and subject to certain exceptions, any audit adjustment to items of income, gain, loss, deduction, or credit of a partnership (and a partner's allocable share thereof) is determined, and taxes, interest, and penalties attributable thereto are assessed and collected, at the partnership level. Unless the partnership makes an election permitted under the new law or takes certain steps to require the partners to pay their tax on their allocable shares of the adjustment, it is possible that partnerships in which we directly or indirectly invest, including the Operating Partnership, would be required to pay additional taxes, interest and penalties as amended (the "Code").
We May be Subject to Adverse Legislative or Regulatory Tax Changes That Could Reduce the Market Price of Our Outstanding Common or Preferred Shares.
The IRS, the United States Treasury Department and Congress frequently review U.S. federal income tax legislation, regulations and other guidance. We cannot predict whether, when or to what extent new U.S. federal tax laws, regulations, interpretations or rulings will be adopted. Any legislative action may prospectively or retroactively modify our operating results, financial condition,tax treatment and, future business operations.
Other Risk Factors Affecting Our Business
Some Potential Losses Are Not Covered by Insurance.
We carry comprehensive insurance coverage for losses resulting from property damage and environmental liability and business interruption claims on all of our Properties. In addition, we carry liability coverage for other activities not specifically related to property operations. These coverages include, but are not limited to, Directors & Officers liability, Employer Practices liability, Fiduciary liability and Cyber liability. We believe that the policy specifications and coverage limits of these policies should be adequate and appropriate. There are, however, certain types of losses, such as punitive damages, lease and other contract claims that generally are not insured. Should an uninsured loss or a loss in excess of coverage limits occur, we could lose all or a portion of the capital we have invested in a Property or the anticipated future revenue from a Property. In such an event, we might nevertheless remain obligated for any mortgage debt or other financial obligations related to the Property.
Our current property and casualty insurance policies with respect to our MH and RV Properties, which we plan to renew, expire on April 1, 2020.2021. We have a $100 million loss limit per occurrence with respect to our MH and RV all-risk property insurance program including named windstorms, which include, for example, hurricanes. This loss limit is subject to additional sub-limits as set forth in the policy form, including, among others, a $25 million aggregate loss limit for earthquake(s) in California. The deductibles for this policy primarily range from a $500,000 minimum to 5% per unit of insurance for most catastrophic events. For most catastrophic events, there is an additional one-time $500,000 aggregate deductible. We have separate insurance policies with respect to the 11 Florida marinas as to which we acquired the remaining interest on September 10, 2019.our marina Properties. Those casualty policies, which we plan to renew, expire on November 1, 2020,2021, and the property insurance program, which expires on April 1, 2022, has a minimum deductible of $100,000. A deductible indicates our maximum exposure, subject to policy limits and sub-limits, in the event of a loss.
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We Face Risks Relating to Cybersecurity Incidents.
We rely extensively on internally and externally hosted computer systems to process transactions and manage our business. Critical components of our systems are dependent upon third-party providers and a significant portion of our business operations are conducted over the internet. These systems and websites are subject to system security risks, cybersecurity breaches, outages and other risks. These could include attempts to gain unauthorized access to our data and computer systems, or steal confidential information, including credit card information from our customers, breaches due to employee error, malfeasance or other disruptions, including disruptions that result in our and our customers' loss of access to our information systems. Attacks can be both individual or highly organized attempts by very sophisticated hacking organizations. We employ a number of measures to prevent, detect and mitigate these threats. While we continue to improve our cybersecurity and take measures to protect our business, there is no guarantee such efforts will be successful in preventing a cybersecurity incident and that our financial results will not be negatively impacted by such an incident. Additionally, with the outbreak of COVID-19, certain of our corporate and regional staff have been regularly working remotely, further increasing our dependence on computer systems to process transactions and manage our business, as well as the risk of a loss event due to a cybersecurity incident. A cybersecurity incident could compromise the confidential information of our employees, customers and vendors to the extent such information exists on our systems or on the systems of third-party providers. Such an incident could result in potential liability, damage our reputation and disrupt and affect our business operations and result in lawsuits against us.
Social Media Platforms Could Cause Us to Suffer Brand Damage or Information Leakage.
Negative information about us, or our officers, employees, directors or Properties, even if untrue, could damage our reputation. In particular, information shared on social media platforms could cause us to suffer brand damage because social media platforms have increased the rapidity of the dissemination and greatly expanded the potential scope and scale of the impact of negative publicity. While employees are held to internal policies related to posting on public platforms including social media sites, employees or others might publicly share material that reflects negatively on our reputation or disclose non-public sensitive information relating to our business through external media channels.business. The continuing evolution of social media will present us with new challenges and risks.
Item 1B. Unresolved Staff Comments
None.
24
Item 2. Properties
General
Our Properties provide common area facilities and attractive amenities that create an inviting community for our residents and guests. These common area facilities generally include a clubhouse, a swimming pool, laundry facilities, cable television and internet service. Many Properties also offer additional amenities such as golf courses, tennis, pickleball, shuffleboard and basketball courts, sauna/whirlpool spas, exercise rooms and various social activities. It is our responsibility to provide maintenance of the common area facilities and amenities and to ensure that our residents and guests comply with our community policies, including maintaining their homes and the surrounding area. Most of our residents own their homes, and therefore, also have a vested interest to care for their homes. We hold regular meetings with management personnel at our Properties to understand and address the needs of our residents and guests and to provide necessary trainings. Our Properties historically have had, and we believe they will continue to have, low turnover and high occupancy rates.
Property Portfolio
As of December 31, 2019,2020, we owned or had an ownership interest in a portfolio of 413422 Properties located throughout the United States and British Columbia containing 156,513160,489 Sites. A total of 116 of the Properties were encumbered by debt (see Item 8. Financial Statements and Supplementary Data—Note 9. Borrowing Arrangements). The distribution of our Properties throughout the United States reflects our belief that geographic diversification helps to insulate the total portfolio from regional economic influences. We intend to target new acquisitions in or near markets where our Properties are located and will also consider acquisitions of properties outside such markets.
Our two largest Properties as determined by property operating revenues, excluding deferrals, were Colony Cove, located in Ellenton, Florida, and ViewpointViewPoint RV & Golf Resort, located in Mesa, Arizona. Each accounted for approximately 2.0% of our total property operating revenues, excluding deferrals, for the year ended December 31, 2019.2020.
The following table sets forth certain information relating to our 407416 wholly-owned Properties containing 152,914156,890 Sites as of December 31, 2019,2020, not including Properties owned through joint ventures. These Properties are categorized by major market. For RV and marina Properties, the total number of annual Sites represents Sites occupied by annual residents and are presented as 100% occupied. Annual Site occupancy percentage subtotals by market and grand total are presented on a weighted average basis.
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/20 | Total Number of Annual Sites as of 12/31/20 | Annual Site Occupancy as of 12/31/20 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Florida | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| East Coast: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Cheron Village | Davie | FL | MH | 30 | 202 | 202 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Carriage Cove | Daytona Beach | FL | MH | 59 | 418 | 418 | 90.2% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Coquina Crossing | Elkton | FL | MH | 316 | 26 | 596 | 596 | 95.5% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Bulow Plantation | Flagler Beach | FL | MH | 323 | 90 | 276 | 276 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Bulow RV | Flagler Beach | FL | RV | (f) | 91 | 352 | 114 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Carefree Cove | Fort Lauderdale | FL | MH | 20 | 164 | 164 | 93.3% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Everglades Lakes | Fort Lauderdale | FL | MH | 103 | 611 | 611 | 96.9% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Park City West | Fort Lauderdale | FL | MH | 60 | 363 | 363 | 98.1% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sunshine Holiday MH | Fort Lauderdale | FL | MH | 32 | 245 | 245 | 98.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sunshine Holiday RV | Fort Lauderdale | FL | RV | (f) | 130 | 45 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake Worth Village | Lake Worth | FL | MH | 117 | 823 | 823 | 94.4% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
25
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/19 | Total Number of Annual Sites as of 12/31/19 | Annual Site Occupancy as of 12/31/19 | |||||||||
| Florida | |||||||||||||||||
| East Coast: | |||||||||||||||||
| Cheron Village | Davie | FL | MH | 30 | 202 | 202 | 100.0% | ||||||||||
| Carriage Cove | Daytona Beach | FL | MH | 59 | 418 | 418 | 91.4% | ||||||||||
| Coquina Crossing | Elkton | FL | MH | 316 | 26 | 596 | 596 | 94.3% | |||||||||
| Bulow Plantation | Flagler Beach | FL | MH | 323 | 90 | 276 | 276 | 100.0% | |||||||||
| Bulow RV | Flagler Beach | FL | RV | (f) | 91 | 352 | 122 | 100.0% | |||||||||
| Carefree Cove | Fort Lauderdale | FL | MH | 20 | 164 | 164 | 93.3% | ||||||||||
| Everglades Lakes | Fort Lauderdale | FL | MH | 103 | 612 | 612 | 96.6% | ||||||||||
| Park City West | Fort Lauderdale | FL | MH | 60 | 363 | 363 | 97.5% | ||||||||||
| Sunshine Holiday MH | Fort Lauderdale | FL | MH | 32 | 245 | 245 | 97.6% | ||||||||||
| Sunshine Holiday RV | Fort Lauderdale | FL | RV | (f) | 130 | 50 | 100.0% | ||||||||||
| Lake Worth Village | Lake Worth | FL | MH | 117 | 823 | 823 | 93.4% | ||||||||||
| Maralago Cay | Lantana | FL | MH | 102 | 602 | 602 | 98.7% | ||||||||||
| Coral Cay Plantation | Margate | FL | MH | 121 | 818 | 818 | 99.0% | ||||||||||
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/20 | Total Number of Annual Sites as of 12/31/20 | Annual Site Occupancy as of 12/31/20 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Maralago Cay | Lantana | FL | MH | 102 | 602 | 602 | 98.3% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Coral Cay Plantation | Margate | FL | MH | 121 | 818 | 818 | 99.1% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lakewood Village | Melbourne | FL | MH | 68 | 349 | 349 | 87.7% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Miami Everglades | Miami | FL | RV | 34 | 2 | 303 | 67 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Loggerhead Marinas (11 properties) | Multiple | FL | Marina | 87 | 2,343 | 1,698 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Holiday Village, Ormond Beach | Ormond Beach | FL | MH | 43 | 301 | 301 | 90.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sunshine Holiday-Daytona North | Ormond Beach | FL | RV | 69 | 3 | 349 | 136 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| The Meadows, FL | Palm Beach Gardens | FL | MH | 55 | 378 | 378 | 98.1% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Breezy Hill | Pompano Beach | FL | RV | 52 | 762 | 348 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Highland Woods Travel Park | Pompano Beach | FL | RV | 15 | 148 | 19 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lighthouse Pointe at Daytona Beach | Port Orange | FL | MH | 64 | 433 | 433 | 86.1% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Pickwick Village | Port Orange | FL | MH | 84 | 2 | 432 | 432 | 98.4% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Rose Bay | Port Orange | FL | RV | 21 | 2 | 303 | 210 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Palm Lake | Riviera Beach | FL | MH | 154 | 915 | 915 | 69.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Indian Oaks | Rockledge | FL | MH | 38 | 208 | 208 | 99.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Space Coast | Rockledge | FL | RV | 24 | 270 | 155 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Countryside at Vero Beach | Vero Beach | FL | MH | 125 | 644 | 644 | 96.3% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Heritage Plantation | Vero Beach | FL | MH | 64 | 437 | 437 | 89.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Heron Cay | Vero Beach | FL | MH | 130 | 588 | 588 | 91.7% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Holiday Village, Florida (g) | Vero Beach | FL | MH | 18 | 128 | 128 | —% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sunshine Travel-Vero Beach | Vero Beach | FL | RV | 30 | 6 | 300 | 133 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Vero Palm Estates | Vero Beach | FL | MH | 64 | 285 | 285 | 90.2% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Village Green | Vero Beach | FL | MH | 178 | 12 | 782 | 782 | 90.2% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Palm Beach Colony | West Palm Beach | FL | MH | 48 | 284 | 284 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Central: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Clover Leaf Farms | Brooksville | FL | MH | 227 | 17 | 845 | 845 | 91.7% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Clover Leaf Forest | Brooksville | FL | RV | 30 | 277 | 150 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Clerbrook Golf & RV Resort | Clermont | FL | RV | 288 | 1,255 | 468 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake Magic | Clermont | FL | RV | 69 | 471 | 144 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Orange Lake | Clermont | FL | MH | 38 | 242 | 242 | 99.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Orlando | Clermont | FL | RV | 270 | 14 | 1,017 | 188 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Haselton Village | Eustis | FL | MH | 52 | 291 | 291 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Southern Palms RV | Eustis | FL | RV | 120 | 950 | 347 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lakeside Terrace | Fruitland Park | FL | MH | 39 | 241 | 241 | 99.2% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Grand Island Resort | Grand Island | FL | MH | 35 | 362 | 362 | 77.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sherwood Forest - MHP | Kissimmee | FL | MH | 124 | 8 | 769 | 769 | 98.3% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Sherwood Forest RV | Kissimmee | FL | RV | 107 | 6 | 513 | 136 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Tropical Palms | Kissimmee | FL | RV | 59 | 4 | 566 | 198 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Beacon Hill Colony | Lakeland | FL | MH | 31 | 201 | 201 | 99.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Beacon Terrace | Lakeland | FL | MH | 61 | 297 | 297 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Kings & Queens | Lakeland | FL | MH | 18 | 107 | 107 | 98.1% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
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| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/19 | Total Number of Annual Sites as of 12/31/19 | Annual Site Occupancy as of 12/31/19 | |||||||||
| Lakewood Village | Melbourne | FL | MH | 68 | 349 | 349 | 88.0% | ||||||||||
| Miami Everglades | Miami | FL | RV | 34 | 2 | 303 | 74 | 100.0% | |||||||||
| Loggerhead Marinas (11 properties) (c) (e) | Multiple | FL | Marina | 87 | 2,343 | 1,643 | 100.0% | ||||||||||
| Holiday Village | Ormond Beach | FL | MH | 43 | 301 | 301 | 89.0% | ||||||||||
| Sunshine Holiday | Ormond Beach | FL | RV | 69 | 3 | 349 | 132 | 100.0% | |||||||||
| The Meadows, FL | Palm Beach Gardens | FL | MH | 55 | 378 | 378 | 97.6% | ||||||||||
| Breezy Hill RV | Pompano Beach | FL | RV | 52 | 762 | 387 | 100.0% | ||||||||||
| Highland Wood RV | Pompano Beach | FL | RV | 15 | 148 | 19 | 100.0% | ||||||||||
| Lighthouse Pointe | Port Orange | FL | MH | 64 | 433 | 433 | 84.1% | ||||||||||
| Pickwick | Port Orange | FL | MH | 84 | 2 | 432 | 432 | 100.0% | |||||||||
| Rose Bay | Port Orange | FL | RV | 21 | 2 | 303 | 209 | 100.0% | |||||||||
| Palm Lake | Riviera Beach | FL | MH | 154 | — | 915 | 915 | 69.0% | |||||||||
| Indian Oaks | Rockledge | FL | MH | 38 | 208 | 208 | 99.5% | ||||||||||
| Space Coast | Rockledge | FL | RV | 24 | 270 | 156 | 100.0% | ||||||||||
| Countryside | Vero Beach | FL | MH | 125 | 644 | 644 | 95.7% | ||||||||||
| Heritage Plantation | Vero Beach | FL | MH | 64 | 437 | 437 | 87.9% | ||||||||||
| Heron Cay | Vero Beach | FL | MH | 130 | 588 | 588 | 90.8% | ||||||||||
| Holiday Village, FL | Vero Beach | FL | MH | 18 | 18 | 128 | 128 | —% | |||||||||
| Sunshine Travel | Vero Beach | FL | RV | 30 | 6 | 300 | 130 | 100.0% | |||||||||
| Vero Palm | Vero Beach | FL | MH | 64 | 285 | 285 | 88.8% | ||||||||||
| Village Green | Vero Beach | FL | MH | 174 | 8 | 782 | 782 | 89.9% | |||||||||
| Palm Beach Colony | West Palm Beach | FL | MH | 48 | 284 | 284 | 100.0% | ||||||||||
| Central: | |||||||||||||||||
| Clover Leaf Farms | Brooksville | FL | MH | 227 | 27 | 778 | 778 | 99.7% | |||||||||
| Clover Leaf Forest | Brooksville | FL | RV | 30 | 277 | 150 | 100.0% | ||||||||||
| Clerbrook Golf & RV Resort | Clermont | FL | RV | 288 | 1,255 | 486 | 100.0% | ||||||||||
| Lake Magic | Clermont | FL | RV | 69 | 471 | 156 | 100.0% | ||||||||||
| Orange Lake | Clermont | FL | MH | 38 | 242 | 242 | 99.2% | ||||||||||
| Orlando | Clermont | FL | RV | 270 | 30 | 850 | 178 | 100.0% | |||||||||
| Haselton Village | Eustis | FL | MH | 52 | 291 | 291 | 100.0% | ||||||||||
| Southern Palms | Eustis | FL | RV | 120 | 950 | 354 | 100.0% | ||||||||||
| Lakeside Terrace | Fruitland Park | FL | MH | 39 | 241 | 241 | 99.2% | ||||||||||
| Grand Island | Grand Island | FL | MH | 35 | 362 | 362 | 76.8% | ||||||||||
| Sherwood Forest | Kissimmee | FL | MH | 124 | 769 | 769 | 98.4% | ||||||||||
| Sherwood Forest RV Park | Kissimmee | FL | RV | 107 | 513 | 153 | 100.0% | ||||||||||
| Tropical Palms | Kissimmee | FL | RV | 59 | 566 | 246 | 100.0% | ||||||||||
| Beacon Hill Colony | Lakeland | FL | MH | 31 | 201 | 201 | 99.0% | ||||||||||
| Beacon Terrace | Lakeland | FL | MH | 55 | 297 | 297 | 100.0% | ||||||||||
| Kings & Queens | Lakeland | FL | MH | 18 | 107 | 107 | 99.1% | ||||||||||
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/20 | Total Number of Annual Sites as of 12/31/20 | Annual Site Occupancy as of 12/31/20 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Lakeland Harbor | Lakeland | FL | MH | 65 | 504 | 504 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lakeland Junction | Lakeland | FL | MH | 23 | 193 | 193 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Coachwood Colony | Leesburg | FL | MH | 29 | 201 | 201 | 94.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Mid-Florida Lakes | Leesburg | FL | MH | 290 | 1,225 | 1,225 | 89.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Southernaire | Mt. Dora | FL | MH | 14 | 114 | 114 | 90.4% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Foxwood Farms | Ocala | FL | MH | 56 | 365 | 365 | 89.3% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Oak Bend | Ocala | FL | MH | 62 | 17 | 262 | 262 | 97.3% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Villas at Spanish Oaks | Ocala | FL | MH | 69 | 454 | 454 | 88.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Audubon Village - Florida | Orlando | FL | MH | 40 | 2 | 280 | 280 | 99.6% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Hidden Valley | Orlando | FL | MH | 50 | 303 | 303 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Starlight Ranch | Orlando | FL | MH | 130 | 783 | 783 | 95.4% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Covington Estates | Saint Cloud | FL | MH | 59 | 241 | 241 | 98.8% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Parkwood Communities | Wildwood | FL | MH | 121 | 694 | 694 | 98.4% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Three Flags | Wildwood | FL | RV | 23 | 221 | 52 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Winter Garden | Winter Garden | FL | RV | 27 | 350 | 151 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Gulf Coast (Tampa/Naples): | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Riverside RV Resort | Arcadia | FL | RV | 196 | 8 | 499 | 209 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Toby's RV Resort | Arcadia | FL | RV | 44 | 379 | 263 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sunshine Key | Big Pine Key | FL | RV | 54 | 409 | 51 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Windmill Manor | Bradenton | FL | MH | 49 | 292 | 292 | 98.3% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Winter Quarters Manatee | Bradenton | FL | RV | 42 | 415 | 224 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Resort at Tranquility Lake (c) (d) | Cape Coral | FL | RV | 188 | 95 | — | — | —% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Glen Ellen | Clearwater | FL | MH | 12 | 106 | 106 | 92.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Hillcrest FL | Clearwater | FL | MH | 25 | 276 | 276 | 96.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Holiday Ranch | Clearwater | FL | MH | 12 | 150 | 150 | 94.7% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Serendipity | Clearwater | FL | MH | 55 | 426 | 426 | 99.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shady Lane Oaks | Clearwater | FL | MH | 31 | 249 | 249 | 97.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shady Lane Village | Clearwater | FL | MH | 19 | 156 | 156 | 95.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Silk Oak Lodge | Clearwater | FL | MH | 19 | 181 | 181 | 96.1% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Crystal Isles | Crystal River | FL | RV | 38 | 1 | 260 | 86 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake Haven | Dunedin | FL | MH | 48 | 379 | 379 | 98.4% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Marker 1 Marina (c) | Dunedin | FL | Marina | 11 | 477 | 366 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Colony Cove | Ellenton | FL | MH | 543 | 5 | 2,405 | 2,405 | 90.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| The Oaks at Colony Cove | Ellenton | FL | MH | (f) | 93 | 93 | 31.2% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Ridgewood Estates | Ellenton | FL | MH | 77 | 380 | 380 | 99.7% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Fort Myers Beach | Fort Myers | FL | RV | 37 | 6 | 292 | 121 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Gulf Air | Fort Myers Beach | FL | RV | 25 | 246 | 166 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Holiday Travel Park | Holiday | FL | RV | 45 | 613 | 530 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Barrington Hills | Hudson | FL | RV | 28 | 392 | 248 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Down Yonder | Largo | FL | MH | 50 | 361 | 361 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| East Bay Oaks | Largo | FL | MH | 40 | 328 | 328 | 98.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Eldorado Village | Largo | FL | MH | 25 | 227 | 227 | 99.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
27
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/19 | Total Number of Annual Sites as of 12/31/19 | Annual Site Occupancy as of 12/31/19 | |||||||||
| Lakeland Harbor | Lakeland | FL | MH | 65 | 504 | 504 | 99.6% | ||||||||||
| Lakeland Junction | Lakeland | FL | MH | 23 | 193 | 193 | 100.0% | ||||||||||
| Coachwood Colony | Leesburg | FL | MH | 29 | 201 | 201 | 94.5% | ||||||||||
| Mid-Florida Lakes | Leesburg | FL | MH | 290 | 1,225 | 1,225 | 89.5% | ||||||||||
| Southernaire | Mt. Dora | FL | MH | 14 | 114 | 114 | 90.4% | ||||||||||
| Foxwood Farms | Ocala | FL | MH | 56 | 365 | 365 | 88.5% | ||||||||||
| Oak Bend | Ocala | FL | MH | 62 | 17 | 262 | 262 | 93.1% | |||||||||
| Villas at Spanish Oaks | Ocala | FL | MH | 69 | 454 | 454 | 87.9% | ||||||||||
| Audubon | Orlando | FL | MH | 40 | 2 | 280 | 280 | 100.0% | |||||||||
| Hidden Valley | Orlando | FL | MH | 50 | 303 | 303 | 99.7% | ||||||||||
| Starlight Ranch | Orlando | FL | MH | 130 | 783 | 783 | 93.7% | ||||||||||
| Covington Estates | Saint Cloud | FL | MH | 59 | 241 | 241 | 98.3% | ||||||||||
| Parkwood Communities | Wildwood | FL | MH | 121 | 694 | 694 | 98.7% | ||||||||||
| Three Flags RV Resort | Wildwood | FL | RV | 23 | 221 | 54 | 100.0% | ||||||||||
| Winter Garden | Winter Garden | FL | RV | 27 | 350 | 161 | 100.0% | ||||||||||
| Gulf Coast (Tampa/Naples): | |||||||||||||||||
| Riverside RV | Arcadia | FL | RV | 196 | 8 | 499 | 162 | 100.0% | |||||||||
| Toby's RV | Arcadia | FL | RV | 44 | 379 | 268 | 100.0% | ||||||||||
| Sunshine Key RV Resort | Big Pine Key | FL | RV | 54 | 409 | 55 | 100.0% | ||||||||||
| Windmill Manor | Bradenton | FL | MH | 49 | 292 | 292 | 99.3% | ||||||||||
| Winter Quarters Manatee | Bradenton | FL | RV | 42 | 415 | 232 | 100.0% | ||||||||||
| Glen Ellen | Clearwater | FL | MH | 12 | 106 | 106 | 90.6% | ||||||||||
| Hillcrest | Clearwater | FL | MH | 25 | 278 | 278 | 96.4% | ||||||||||
| Holiday Ranch | Clearwater | FL | MH | 12 | 150 | 150 | 94.7% | ||||||||||
| Serendipity | Clearwater | FL | MH | 55 | 426 | 426 | 97.4% | ||||||||||
| Shady Lane Oaks | Clearwater | FL | MH | 31 | 249 | 249 | 97.6% | ||||||||||
| Shady Lane Village | Clearwater | FL | MH | 19 | 156 | 156 | 96.2% | ||||||||||
| Silk Oak | Clearwater | FL | MH | 19 | 181 | 181 | 95.6% | ||||||||||
| Crystal Isles | Crystal River | FL | RV | 38 | 260 | 72 | 100.0% | ||||||||||
| Lake Haven | Dunedin | FL | MH | 48 | 379 | 379 | 98.9% | ||||||||||
| Colony Cove | Ellenton | FL | MH | 538 | 60 | 2,206 | 2,206 | 98.5% | |||||||||
| The Oaks at Colony Cove (d) | Ellenton | FL | MH | (f) | 93 | 93 | 1.1% | ||||||||||
| Ridgewood Estates | Ellenton | FL | MH | 77 | 380 | 380 | 100.0% | ||||||||||
| Fort Myers Beach Resort | Fort Myers | FL | RV | 31 | 306 | 125 | 100.0% | ||||||||||
| Gulf Air Travel | Fort Myers Beach | FL | RV | 25 | 246 | 164 | 100.0% | ||||||||||
| Holiday Travel Park | Holiday | FL | RV | 45 | 613 | 530 | 100.0% | ||||||||||
| Barrington Hills | Hudson | FL | RV | 28 | 392 | 255 | 100.0% | ||||||||||
| Down Yonder | Largo | FL | MH | 50 | 361 | 361 | 100.0% | ||||||||||
| East Bay Oaks | Largo | FL | MH | 40 | 328 | 328 | 98.8% | ||||||||||
| Eldorado Village | Largo | FL | MH | 25 | 227 | 227 | 98.7% | ||||||||||
| Paradise Park - Largo | Largo | FL | MH | 15 | 108 | 108 | 100.0% | ||||||||||
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/20 | Total Number of Annual Sites as of 12/31/20 | Annual Site Occupancy as of 12/31/20 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Paradise Park - Largo | Largo | FL | MH | 15 | 108 | 108 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shangri-La Mobile Home Park | Largo | FL | MH | 14 | 160 | 160 | 93.1% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Vacation Village | Largo | FL | RV | 29 | 293 | 163 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Whispering Pines - Largo | Largo | FL | MH | 55 | 393 | 393 | 97.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Fiesta Key | Long Key | FL | RV | 28 | 4 | 324 | 4 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Winter Quarters Pasco | Lutz | FL | RV | 27 | 255 | 211 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Country Place | New Port Richey | FL | MH | 82 | 515 | 515 | 99.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Hacienda Village | New Port Richey | FL | MH | 66 | 505 | 505 | 99.2% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Harbor View Mobile Manor | New Port Richey | FL | MH | 69 | 471 | 471 | 99.4% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Bay Lake Estates | Nokomis | FL | MH | 34 | 228 | 228 | 97.8% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake Village | Nokomis | FL | MH | 65 | 391 | 391 | 99.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Royal Coachman | Nokomis | FL | RV | 111 | 2 | 546 | 463 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Buccaneer Estates | North Fort Myers | FL | MH | 223 | 39 | 971 | 971 | 98.9% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Island Vista Estates | North Fort Myers | FL | MH | 121 | 616 | 616 | 84.7% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake Fairways | North Fort Myers | FL | MH | 259 | 896 | 896 | 99.8% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Pine Lakes | North Fort Myers | FL | MH | 314 | 602 | 602 | 99.7% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Pioneer Village | North Fort Myers | FL | RV | 90 | 733 | 390 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sunseekers RV Resort | North Fort Myers | FL | RV | 16 | 241 | 156 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| The Heritage | North Fort Myers | FL | MH | 214 | 6 | 453 | 453 | 98.9% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Windmill Village - N. Ft. Myers | North Fort Myers | FL | MH | 69 | 491 | 491 | 94.1% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Silver Dollar Golf & Trap Club Resort | Odessa | FL | RV | 836 | 459 | 382 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Terra Ceia | Palmetto | FL | RV | 50 | 32 | 203 | 152 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Arbors at Countrywood | Plant City | FL | MH | (f) | 62 | 62 | 96.8% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lakes at Countrywood | Plant City | FL | MH | 122 | 10 | 424 | 424 | 97.6% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Meadows at Countrywood | Plant City | FL | MH | 140 | 737 | 737 | 96.3% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Oaks at Countrywood | Plant City | FL | MH | 44 | 168 | 168 | 93.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Harbor Lakes | Port Charlotte | FL | RV | 80 | 528 | 352 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Emerald Lake | Punta Gorda | FL | MH | 28 | 201 | 201 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Gulf View | Punta Gorda | FL | RV | 78 | 206 | 97 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Tropical Palms MH | Punta Gorda | FL | MH | 50 | 2 | 294 | 294 | 97.3% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Kingswood | Riverview | FL | MH | 52 | 229 | 229 | 99.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Winds of St. Armands North | Sarasota | FL | MH | 74 | 471 | 471 | 99.8% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Winds of St. Armands South | Sarasota | FL | MH | 81 | 13 | 306 | 306 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Topics RV Resort | Spring Hill | FL | RV | 35 | 230 | 177 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Pine Island | St. James City | FL | RV | 31 | 363 | 85 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Carefree Village | Tampa | FL | MH | 58 | 398 | 398 | 98.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Tarpon Glen | Tarpon Springs | FL | MH | 24 | 168 | 168 | 98.2% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Featherock | Valrico | FL | MH | 84 | 521 | 521 | 99.8% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Bay Indies | Venice | FL | MH | 210 | 1,309 | 1,309 | 99.2% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Ramblers Rest RV Resort | Venice | FL | RV | 117 | 647 | 379 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Peace River | Wauchula | FL | RV | 72 | 454 | 50 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
28
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/19 | Total Number of Annual Sites as of 12/31/19 | Annual Site Occupancy as of 12/31/19 | |||||||||
| Shangri La | Largo | FL | MH | 14 | 160 | 160 | 93.1% | ||||||||||
| Vacation Village | Largo | FL | RV | 29 | 293 | 161 | 100.0% | ||||||||||
| Whispering Pines - Largo | Largo | FL | MH | 55 | 393 | 393 | 96.2% | ||||||||||
| Fiesta Key | Long Key | FL | RV | 28 | 4 | 324 | 6 | 100.0% | |||||||||
| Pasco | Lutz | FL | RV | 27 | 255 | 204 | 100.0% | ||||||||||
| Country Place | New Port Richey | FL | MH | 82 | 515 | 515 | 100.0% | ||||||||||
| Hacienda Village | New Port Richey | FL | MH | 66 | 505 | 505 | 99.6% | ||||||||||
| Harbor View | New Port Richey | FL | MH | 69 | 471 | 471 | 99.8% | ||||||||||
| Bay Lake Estates | Nokomis | FL | MH | 34 | 228 | 228 | 99.6% | ||||||||||
| Lake Village | Nokomis | FL | MH | 65 | 391 | 391 | 99.2% | ||||||||||
| Royal Coachman | Nokomis | FL | RV | 111 | 2 | 546 | 458 | 100.0% | |||||||||
| Buccaneer | North Fort Myers | FL | MH | 223 | 39 | 971 | 971 | 99.3% | |||||||||
| Island Vista | North Fort Myers | FL | MH | 121 | 616 | 616 | 80.4% | ||||||||||
| Lake Fairways | North Fort Myers | FL | MH | 259 | 896 | 896 | 99.9% | ||||||||||
| Pine Lakes | North Fort Myers | FL | MH | 314 | 599 | 599 | 98.3% | ||||||||||
| Pioneer Village | North Fort Myers | FL | RV | 90 | 733 | 383 | 100.0% | ||||||||||
| Sunseekers RV Resort | North Fort Myers | FL | RV | 16 | 241 | 156 | 100.0% | ||||||||||
| The Heritage | North Fort Myers | FL | MH | 214 | 6 | 453 | 453 | 98.9% | |||||||||
| Windmill Village | North Fort Myers | FL | MH | 69 | 491 | 491 | 94.7% | ||||||||||
| Silver Dollar Resort | Odessa | FL | RV | 412 | 459 | 381 | 100.0% | ||||||||||
| Terra Ceia | Palmetto | FL | RV | 18 | 203 | 152 | 100.0% | ||||||||||
| The Arbors at Countrywood (g) | Plant City | FL | MH | (f) | 62 | 62 | —% | ||||||||||
| The Lakes at Countrywood | Plant City | FL | MH | 122 | 424 | 424 | 96.7% | ||||||||||
| The Meadows at Countrywood | Plant City | FL | MH | 140 | 10 | 737 | 737 | 104.2% | |||||||||
| The Oaks at Countrywood | Plant City | FL | MH | 44 | 168 | 168 | 94.0% | ||||||||||
| Harbor Lakes | Port Charlotte | FL | RV | 80 | 528 | 354 | 100.0% | ||||||||||
| Emerald Lake | Punta Gorda | FL | MH | 28 | 201 | 201 | 100.0% | ||||||||||
| Gulf View | Punta Gorda | FL | RV | 78 | 206 | 85 | 100.0% | ||||||||||
| Tropical Palms | Punta Gorda | FL | MH | 50 | 2 | 294 | 294 | 95.6% | |||||||||
| Kingswood | Riverview | FL | MH | 52 | 229 | 229 | 99.1% | ||||||||||
| Winds of St Armands North | Sarasota | FL | MH | 74 | 471 | 471 | 99.6% | ||||||||||
| Winds of St Armands South | Sarasota | FL | MH | 61 | 13 | 306 | 306 | 99.7% | |||||||||
| Topics RV | Spring Hill | FL | RV | 35 | 230 | 179 | 100.0% | ||||||||||
| Pine Island RV Resort | St. James City | FL | RV | 31 | 363 | 88 | 100.0% | ||||||||||
| Carefree Village | Tampa | FL | MH | 58 | 397 | 397 | 98.0% | ||||||||||
| Tarpon Glen | Tarpon Springs | FL | MH | 24 | 168 | 168 | 97.6% | ||||||||||
| Featherock | Valrico | FL | MH | 84 | 521 | 521 | 100.0% | ||||||||||
| Bay Indies | Venice | FL | MH | 210 | 1,309 | 1,309 | 99.4% | ||||||||||
| Ramblers Rest | Venice | FL | RV | 117 | 647 | 386 | 100.0% | ||||||||||
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/20 | Total Number of Annual Sites as of 12/31/20 | Annual Site Occupancy as of 12/31/20 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Crystal Lake Zephyrhills | Zephyrhills | FL | MH | 147 | 518 | 518 | 65.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Forest Lake Estates MH | Zephyrhills | FL | MH | 191 | 89 | 892 | 892 | 99.9% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Forest Lake Village RV | Zephyrhills | FL | RV | 42 | 274 | 178 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sixth Avenue | Zephyrhills | FL | MH | 14 | 140 | 140 | 77.1% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other | Multiple | FL | MH | 7 | 149 | 149 | 20.1% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total Florida Market | 11,655 | 614 | 60,670 | 50,314 | 95.2% | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| California | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Northern California: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Monte del Lago | Castroville | CA | MH | 54 | 310 | 310 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Colony Park | Ceres | CA | MH | 20 | 186 | 186 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Russian River | Cloverdale | CA | RV | 41 | 135 | 4 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Snowflower (g) | Emigrant Gap | CA | RV | 612 | 268 | — | —% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Four Seasons | Fresno | CA | MH | 40 | 242 | 242 | 97.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Yosemite Lakes (g) | Groveland | CA | RV | 403 | 30 | 299 | — | —% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Tahoe Valley (e) (g) | Lake Tahoe | CA | RV | 86 | 413 | — | —% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sea Oaks | Los Osos | CA | MH | 18 | 1 | 125 | 125 | 99.2% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Ponderosa Resort | Lotus | CA | RV | 22 | 170 | 13 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Turtle Beach | Manteca | CA | RV | 39 | 79 | 21 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Marina Dunes RV Resort (c) (g) | Marina | CA | RV | 6 | 96 | — | —% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Coralwood (e) | Modesto | CA | MH | 22 | 194 | 194 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake Minden | Nicolaus | CA | RV | 165 | 82 | 323 | 18 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake of the Springs | Oregon House | CA | RV | 954 | 507 | 541 | 59 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Concord Cascade | Pacheco | CA | MH | 31 | 283 | 283 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| San Francisco RV (g) | Pacifica | CA | RV | 12 | 122 | — | —% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Quail Meadows | Riverbank | CA | MH | 20 | 146 | 146 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| California Hawaiian | San Jose | CA | MH | 50 | 418 | 418 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sunshadow | San Jose | CA | MH | 30 | 121 | 121 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Village of the Four Seasons | San Jose | CA | MH | 30 | 271 | 271 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Westwinds (4 Properties) (e) | San Jose | CA | MH | 88 | 723 | 723 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Laguna Lake | San Luis Obispo | CA | MH | 100 | 300 | 300 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Contempo Marin | San Rafael | CA | MH | 63 | 1 | 396 | 396 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| De Anza Santa Cruz | Santa Cruz | CA | MH | 30 | 198 | 198 | 99.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Santa Cruz Ranch (g) | Scotts Valley | CA | RV | 7 | 106 | — | —% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Royal Oaks | Visalia | CA | MH | 20 | 149 | 149 | 94.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Southern California: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Soledad Canyon | Acton | CA | RV | 273 | 1,251 | 19 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Los Ranchos | Apple Valley | CA | MH | 30 | 389 | 389 | 98.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Date Palm Country Club (e) | Cathedral City | CA | MH | 232 | 3 | 538 | 538 | 98.7% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Palm Springs Oasis RV Resort | Cathedral City | CA | RV | (f) | 140 | 17 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
29
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/19 | Total Number of Annual Sites as of 12/31/19 | Annual Site Occupancy as of 12/31/19 | |||||||||
| Peace River | Wauchula | FL | RV | 72 | 454 | 41 | 100.0% | ||||||||||
| Crystal Lake-Zephyrhills | Zephyrhills | FL | MH | 147 | 38 | 366 | 366 | 88.8% | |||||||||
| Forest Lake Estates | Zephyrhills | FL | MH | 164 | 89 | 892 | 892 | 100.0% | |||||||||
| Forest Lake Village | Zephyrhills | FL | RV | 42 | 274 | 179 | 100.0% | ||||||||||
| Sixth Avenue | Zephyrhills | FL | MH | 14 | 140 | 140 | 77.1% | ||||||||||
| Other | Multiple | FL | MH | 7 | — | 65 | 65 | 13.8% | |||||||||
| Total Florida Market | 10,932 | 595 | 59,537 | 49,485 | 95.8% | ||||||||||||
| California | |||||||||||||||||
| Northern California: | |||||||||||||||||
| Monte del Lago | Castroville | CA | MH | 54 | 310 | 310 | 99.0% | ||||||||||
| Colony Park | Ceres | CA | MH | 20 | 186 | 186 | 97.8% | ||||||||||
| Russian River | Cloverdale | CA | RV | 41 | 135 | 9 | 100.0% | ||||||||||
| Snowflower (g) | Emigrant Gap | CA | RV | 612 | 268 | — | —% | ||||||||||
| Four Seasons | Fresno | CA | MH | 40 | 242 | 242 | 100.0% | ||||||||||
| Yosemite Lakes (g) | Groveland | CA | RV | 403 | 30 | 299 | — | —% | |||||||||
| Tahoe Valley (e) (g) | Lake Tahoe | CA | RV | 86 | 413 | — | —% | ||||||||||
| Sea Oaks | Los Osos | CA | MH | 18 | 1 | 125 | 125 | 99.2% | |||||||||
| Ponderosa | Lotus | CA | RV | 22 | 170 | 14 | 100.0% | ||||||||||
| Turtle Beach | Manteca | CA | RV | 39 | 79 | 21 | 100.0% | ||||||||||
| Coralwood (e) | Modesto | CA | MH | 22 | 194 | 194 | 99.0% | ||||||||||
| Lake Minden | Nicolaus | CA | RV | 165 | 82 | 323 | 9 | 100.0% | |||||||||
| Lake of the Springs | Oregon House | CA | RV | 954 | 507 | 541 | 66 | 100.0% | |||||||||
| Concord Cascade | Pacheco | CA | MH | 31 | 283 | 283 | 100.0% | ||||||||||
| San Francisco RV (g) | Pacifica | CA | RV | 12 | 122 | — | —% | ||||||||||
| Quail Meadows | Riverbank | CA | MH | 20 | 146 | 146 | 98.6% | ||||||||||
| California Hawaiian | San Jose | CA | MH | 50 | 418 | 418 | 100.0% | ||||||||||
| Sunshadow | San Jose | CA | MH | 30 | 121 | 121 | 100.0% | ||||||||||
| Village of the Four Seasons | San Jose | CA | MH | 30 | 271 | 271 | 100.0% | ||||||||||
| Westwinds (4 Properties) (e) | San Jose | CA | MH | 88 | 723 | 723 | 100.0% | ||||||||||
| Laguna Lake | San Luis Obispo | CA | MH | 100 | 300 | 300 | 100.0% | ||||||||||
| Contempo Marin | San Rafael | CA | MH | 63 | 1 | 396 | 396 | 100.0% | |||||||||
| De Anza Santa Cruz | Santa Cruz | CA | MH | 30 | 198 | 198 | 99.5% | ||||||||||
| Santa Cruz Ranch RV Resort (g) | Scotts Valley | CA | RV | 7 | 106 | — | —% | ||||||||||
| Royal Oaks | Visalia | CA | MH | 20 | 149 | 149 | 94.0% | ||||||||||
| Southern California: | |||||||||||||||||
| Soledad Canyon | Acton | CA | RV | 273 | 1,251 | 11 | 100.0% | ||||||||||
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/20 | Total Number of Annual Sites as of 12/31/20 | Annual Site Occupancy as of 12/31/20 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Oakzanita Springs | Descanso | CA | RV | 145 | 5 | 146 | 25 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Rancho Mesa | El Cajon | CA | MH | 20 | 158 | 158 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Rancho Valley | El Cajon | CA | MH | 19 | 140 | 140 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Royal Holiday | Hemet | CA | MH | 22 | 198 | 198 | 70.7% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Idyllwild | Idyllwild-Pine Cove | CA | RV | 191 | 287 | 52 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Pio Pico | Jamul | CA | RV | 176 | 10 | 512 | 86 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Wilderness Lakes | Menifee | CA | RV | 73 | 529 | 44 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Morgan Hill (g) | Morgan Hill | CA | RV | 69 | 6 | 339 | — | —% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Pacific Dunes Ranch (g) | Oceana | CA | RV | 48 | 215 | — | —% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| San Benito | Paicines | CA | RV | 199 | 23 | 523 | 40 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Palm Springs | Palm Desert | CA | RV | 35 | 401 | 12 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Las Palmas Estates | Rialto | CA | MH | 18 | 136 | 136 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Parque La Quinta | Rialto | CA | MH | 19 | 166 | 166 | 99.4% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Rancho Oso | Santa Barbara | CA | RV | 310 | 40 | 187 | 16 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Meadowbrook | Santee | CA | MH | 43 | 338 | 338 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lamplighter Village | Spring Valley | CA | MH | 32 | 270 | 270 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Santiago Estates | Sylmar | CA | MH | 113 | 9 | 300 | 300 | 96.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Total California Market | 5,030 | 717 | 13,777 | 7,121 | 98.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Arizona: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Apache East | Apache Junction | AZ | MH | 17 | 123 | 123 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Countryside RV | Apache Junction | AZ | RV | 53 | 560 | 304 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Denali Park | Apache Junction | AZ | MH | 33 | 5 | 162 | 162 | 98.8% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Dolce Vita (c) | Apache Junction | AZ | MH | 132 | 40 | 484 | 484 | 82.4% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Golden Sun RV | Apache Junction | AZ | RV | 33 | 329 | 200 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Meridian RV Resort (c) | Apache Junction | AZ | RV | 15 | 264 | 104 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Valley Vista | Benson | AZ | RV | 6 | 145 | 6 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Casita Verde | Casa Grande | AZ | RV | 14 | 192 | 84 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Fiesta Grande | Casa Grande | AZ | RV | 77 | 767 | 528 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Foothills West | Casa Grande | AZ | RV | 16 | 188 | 119 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sunshine Valley | Chandler | AZ | MH | 55 | 381 | 381 | 99.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Verde Valley | Cottonwood | AZ | RV | 273 | 178 | 414 | 151 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Casa del Sol East II | Glendale | AZ | MH | 29 | 239 | 239 | 96.7% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Casa del Sol East III | Glendale | AZ | MH | 28 | 236 | 236 | 97.9% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Palm Shadows | Glendale | AZ | MH | 33 | 293 | 293 | 90.8% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Hacienda De Valencia | Mesa | AZ | MH | 51 | 364 | 364 | 98.9% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Mesa Spirit | Mesa | AZ | RV | 90 | 1,600 | 766 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Monte Vista Resort | Mesa | AZ | RV | 142 | 1,345 | 811 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Seyenna Vistas | Mesa | AZ | MH | 60 | 4 | 407 | 407 | 97.8% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| The Highlands at Brentwood | Mesa | AZ | MH | 45 | 268 | 268 | 99.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| ViewPoint RV & Golf Resort | Mesa | AZ | RV | 332 | 2,414 | 1,870 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
30
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/19 | Total Number of Annual Sites as of 12/31/19 | Annual Site Occupancy as of 12/31/19 | |||||||||
| Los Ranchos | Apple Valley | CA | MH | 30 | 389 | 389 | 98.5% | ||||||||||
| Date Palm Country Club (e) | Cathedral City | CA | MH | 232 | 3 | 538 | 538 | 98.5% | |||||||||
| Date Palm RV | Cathedral City | CA | RV | (f) | 140 | 27 | 100.0% | ||||||||||
| Oakzanita Springs | Descanso | CA | RV | 145 | 5 | 146 | 17 | 100.0% | |||||||||
| Rancho Mesa | El Cajon | CA | MH | 20 | 158 | 158 | 98.7% | ||||||||||
| Rancho Valley | El Cajon | CA | MH | 19 | 140 | 140 | 100.0% | ||||||||||
| Royal Holiday | Hemet | CA | MH | 22 | 198 | 198 | 66.2% | ||||||||||
| Idyllwild | Idyllwild-Pine Cove | CA | RV | 191 | 287 | 51 | 100.0% | ||||||||||
| Pio Pico | Jamul | CA | RV | 176 | 10 | 512 | 91 | 100.0% | |||||||||
| Wilderness Lakes | Menifee | CA | RV | 73 | 529 | 47 | 100.0% | ||||||||||
| Morgan Hill (g) | Morgan Hill | CA | RV | 62 | 5 | 339 | — | —% | |||||||||
| Pacific Dunes Ranch (g) | Oceana | CA | RV | 48 | 215 | — | —% | ||||||||||
| San Benito | Paicines | CA | RV | 199 | 23 | 523 | 44 | 100.0% | |||||||||
| Palm Springs | Palm Desert | CA | RV | 35 | 401 | 18 | 100.0% | ||||||||||
| Las Palmas | Rialto | CA | MH | 18 | 136 | 136 | 100.0% | ||||||||||
| Parque La Quinta | Rialto | CA | MH | 19 | 166 | 166 | 100.0% | ||||||||||
| Rancho Oso | Santa Barbara | CA | RV | 310 | 40 | 187 | 19 | 100.0% | |||||||||
| Meadowbrook | Santee | CA | MH | 43 | 338 | 338 | 99.7% | ||||||||||
| Lamplighter | Spring Valley | CA | MH | 32 | 270 | 270 | 100.0% | ||||||||||
| Santiago Estates | Sylmar | CA | MH | 113 | 9 | 300 | 300 | 96.3% | |||||||||
| Total California Market | 5,017 | 716 | 13,681 | 7,139 | 98.4% | ||||||||||||
| Arizona: | |||||||||||||||||
| Apache East | Apache Junction | AZ | MH | 17 | 123 | 123 | 100.0% | ||||||||||
| Countryside RV | Apache Junction | AZ | RV | 53 | 560 | 303 | 100.0% | ||||||||||
| Denali Park | Apache Junction | AZ | MH | 33 | 5 | 162 | 162 | 98.8% | |||||||||
| Golden Sun RV | Apache Junction | AZ | RV | 33 | 329 | 198 | 100.0% | ||||||||||
| Valley Vista | Benson | AZ | RV | 6 | 145 | 3 | 100.0% | ||||||||||
| Casita Verde RV Resort | Casa Grande | AZ | RV | 14 | 192 | 92 | 100.0% | ||||||||||
| Fiesta Grande RV Resort | Casa Grande | AZ | RV | 77 | 767 | 529 | 100.0% | ||||||||||
| Foothills West RV Resort | Casa Grande | AZ | RV | 16 | 188 | 126 | 100.0% | ||||||||||
| Sunshine Valley | Chandler | AZ | MH | 55 | 381 | 381 | 99.0% | ||||||||||
| Verde Valley | Cottonwood | AZ | RV | 273 | 178 | 414 | 115 | 100.0% | |||||||||
| Casa del Sol East II | Glendale | AZ | MH | 29 | 239 | 239 | 96.7% | ||||||||||
| Casa del Sol East III | Glendale | AZ | MH | 28 | 236 | 236 | 97.5% | ||||||||||
| Palm Shadows | Glendale | AZ | MH | 33 | 293 | 293 | 92.2% | ||||||||||
| Hacienda De Valencia | Mesa | AZ | MH | 51 | 364 | 364 | 99.2% | ||||||||||
| Mesa Spirit | Mesa | AZ | RV | 90 | 1,600 | 765 | 100.0% | ||||||||||
| Monte Vista | Mesa | AZ | RV | 142 | 18 | 1,185 | 793 | 100.0% | |||||||||
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/20 | Total Number of Annual Sites as of 12/31/20 | Annual Site Occupancy as of 12/31/20 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Apollo Village | Peoria | AZ | MH | 29 | 3 | 238 | 238 | 95.4% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Casa del Sol West | Peoria | AZ | MH | 31 | 245 | 245 | 95.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Carefree Manor | Phoenix | AZ | MH | 16 | 130 | 130 | 92.3% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Central Park | Phoenix | AZ | MH | 37 | 293 | 293 | 95.2% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Desert Skies | Phoenix | AZ | MH | 24 | 166 | 166 | 97.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sunrise Heights | Phoenix | AZ | MH | 28 | 199 | 199 | 96.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Whispering Palms | Phoenix | AZ | MH | 15 | 116 | 116 | 94.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Desert Vista (g) | Salome | AZ | RV | 10 | 125 | — | —% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sedona Shadows | Sedona | AZ | MH | 48 | 2 | 198 | 198 | 99.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Venture In | Show Low | AZ | RV | 26 | 389 | 274 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Paradise | Sun City | AZ | RV | 80 | 950 | 759 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| The Meadows AZ | Tempe | AZ | MH | 60 | 390 | 390 | 99.2% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Fairview Manor | Tucson | AZ | MH | 28 | 235 | 235 | 97.4% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Voyager Expansion (c) (d) | Tucson | AZ | MH | 64 | 41 | — | — | —% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Westpark | Wickenburg | AZ | MH | 48 | 273 | 273 | 82.1% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Araby Acres | Yuma | AZ | RV | 25 | 3 | 337 | 264 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Cactus Gardens | Yuma | AZ | RV | 43 | 430 | 231 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Capri | Yuma | AZ | RV | 20 | 303 | 162 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Desert Paradise | Yuma | AZ | RV | 26 | 260 | 93 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Foothill Village | Yuma | AZ | RV | 18 | 180 | 31 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Mesa Verde RV | Yuma | AZ | RV | 28 | 345 | 265 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Suni Sands | Yuma | AZ | RV | 34 | 336 | 153 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total Arizona Market | 2,272 | 276 | 17,313 | 12,615 | 97.9% | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Colorado: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Hillcrest Village CO | Aurora | CO | MH | 72 | 602 | 602 | 99.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Cimarron Village | Broomfield | CO | MH | 50 | 327 | 327 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Holiday Village CO | Colorado Springs | CO | MH | 38 | 240 | 240 | 99.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Bear Creek Village | Denver | CO | MH | 12 | 121 | 121 | 97.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Holiday Hills Village | Denver | CO | MH | 99 | 736 | 736 | 98.4% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Golden Terrace | Golden | CO | MH | 32 | 263 | 263 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Golden Terrace South | Golden | CO | MH | 15 | 80 | 80 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Golden Terrace South RV (g) | Golden | CO | RV | (f) | 80 | — | —% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Golden Terrace West | Golden | CO | MH | 39 | 311 | 311 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Pueblo Grande | Pueblo | CO | MH | 33 | 251 | 251 | 80.9% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Woodland Hills | Thornton | CO | MH | 55 | 434 | 434 | 99.8% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total Colorado Market | 445 | — | 3,445 | 3,365 | 98.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Northeast: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Stonegate Manor | North Windham | CT | MH | 114 | 372 | 372 | 93.3% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Waterford Estates | Bear | DE | MH | 159 | 2 | 731 | 731 | 99.7% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/19 | Total Number of Annual Sites as of 12/31/19 | Annual Site Occupancy as of 12/31/19 | |||||||||
| Seyenna Vistas | Mesa | AZ | MH | 60 | 4 | 407 | 407 | 97.8% | |||||||||
| The Highlands at Brentwood | Mesa | AZ | MH | 45 | 268 | 268 | 99.3% | ||||||||||
| Viewpoint | Mesa | AZ | RV | 332 | 2,414 | 1,814 | 100.0% | ||||||||||
| Apollo Village | Peoria | AZ | MH | 29 | 3 | 238 | 238 | 96.2% | |||||||||
| Casa del Sol West I | Peoria | AZ | MH | 31 | 245 | 245 | 98.0% | ||||||||||
| Carefree Manor | Phoenix | AZ | MH | 16 | 130 | 130 | 96.9% | ||||||||||
| Central Park | Phoenix | AZ | MH | 37 | 293 | 293 | 95.6% | ||||||||||
| Desert Skies | Phoenix | AZ | MH | 24 | 166 | 166 | 98.2% | ||||||||||
| Sunrise Heights | Phoenix | AZ | MH | 28 | 199 | 199 | 97.0% | ||||||||||
| Whispering Palms | Phoenix | AZ | MH | 15 | 116 | 116 | 94.8% | ||||||||||
| Desert Vista (g) | Salome | AZ | RV | 10 | 125 | — | —% | ||||||||||
| Sedona Shadows | Sedona | AZ | MH | 48 | 2 | 198 | 198 | 99.0% | |||||||||
| Venture In RV Resort | Show Low | AZ | RV | 26 | 389 | 270 | 100.0% | ||||||||||
| Paradise | Sun City | AZ | RV | 80 | 950 | 750 | 100.0% | ||||||||||
| The Meadows | Tempe | AZ | MH | 60 | 390 | 390 | 99.2% | ||||||||||
| Fairview Manor | Tucson | AZ | MH | 28 | 235 | 235 | 97.4% | ||||||||||
| Westpark | Wickenburg | AZ | MH | 48 | 7 | 231 | 231 | 96.5% | |||||||||
| Araby | Yuma | AZ | RV | 25 | 3 | 337 | 277 | 100.0% | |||||||||
| Cactus Gardens | Yuma | AZ | RV | 43 | 430 | 239 | 100.0% | ||||||||||
| Capri RV Park | Yuma | AZ | RV | 20 | 303 | 181 | 100.0% | ||||||||||
| Desert Paradise | Yuma | AZ | RV | 26 | 260 | 103 | 100.0% | ||||||||||
| Foothill | Yuma | AZ | RV | 18 | 180 | 48 | 100.0% | ||||||||||
| Mesa Verde | Yuma | AZ | RV | 28 | 345 | 271 | 100.0% | ||||||||||
| Suni Sands | Yuma | AZ | RV | 34 | 336 | 161 | 100.0% | ||||||||||
| Total Arizona Market | 2,061 | 220 | 16,363 | 11,952 | 99.0% | ||||||||||||
| Colorado: | |||||||||||||||||
| Hillcrest Village | Aurora | CO | MH | 72 | 602 | 602 | 99.7% | ||||||||||
| Cimarron Village | Broomfield | CO | MH | 50 | 327 | 327 | 100.0% | ||||||||||
| Holiday Village CO | Colorado Springs | CO | MH | 38 | 240 | 240 | 98.3% | ||||||||||
| Bear Creek | Denver | CO | MH | 12 | 121 | 121 | 95.9% | ||||||||||
| Holiday Hills | Denver | CO | MH | 99 | 736 | 736 | 98.4% | ||||||||||
| Golden Terrace | Golden | CO | MH | 32 | 263 | 263 | 100.0% | ||||||||||
| Golden Terrace South | Golden | CO | MH | 15 | 80 | 80 | 100.0% | ||||||||||
| Golden Terrace South RV (g) | Golden | CO | RV | (f) | 80 | — | —% | ||||||||||
| Golden Terrace West | Golden | CO | MH | 39 | 311 | 311 | 100.0% | ||||||||||
| Pueblo Grande | Pueblo | CO | MH | 33 | 251 | 251 | 75.3% | ||||||||||
| Woodland Hills | Thornton | CO | MH | 55 | 434 | 434 | 100.0% | ||||||||||
| Total Colorado Market | 445 | — | 3,445 | 3,365 | 97.5% | ||||||||||||
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/19 | Total Number of Annual Sites as of 12/31/19 | Annual Site Occupancy as of 12/31/19 | |||||||||
| Northeast: | |||||||||||||||||
| Stonegate Manor | North Windham | CT | MH | 114 | 372 | 372 | 93.5% | ||||||||||
| Waterford Estates | Bear | DE | MH | 159 | 2 | 731 | 731 | 99.5% | |||||||||
| McNicol | Lewes | DE | MH | 25 | 93 | 93 | 100.0% | ||||||||||
| Whispering Pines | Lewes | DE | MH | 67 | 2 | 393 | 393 | 98.5% | |||||||||
| Mariners Cove | Millsboro | DE | MH | 101 | 374 | 374 | 96.3% | ||||||||||
| Sweetbriar | Millsboro | DE | MH | 38 | 146 | 146 | 93.2% | ||||||||||
| Aspen Meadows | Rehoboth Beach | DE | MH | 46 | 200 | 200 | 100.0% | ||||||||||
| Camelot Meadows | Rehoboth Beach | DE | MH | 61 | 301 | 301 | 100.0% | ||||||||||
| Gateway to Cape Cod | Rochester | MA | RV | 80 | 25 | 194 | 67 | 100.0% | |||||||||
| Hillcrest-MA | Rockland | MA | MH | 19 | 79 | 79 | 94.9% | ||||||||||
| The Glen | Rockland | MA | MH | 24 | 36 | 36 | 100.0% | ||||||||||
| Old Chatham Road RV | South Dennis | MA | RV | 47 | 312 | 249 | 100.0% | ||||||||||
| Sturbridge | Sturbridge | MA | RV | 223 | 125 | 155 | 82 | 100.0% | |||||||||
| Fernwood | Capitol Heights | MD | MH | 40 | 6 | 329 | 329 | 98.2% | |||||||||
| Williams Estates and Peppermint Woods | Middle River | MD | MH | 121 | 803 | 803 | 100.0% | ||||||||||
| Mount Desert Narrows | Bar Harbor | ME | RV | 90 | 12 | 206 | 9 | 100.0% | |||||||||
| Patten Pond | Ellsworth | ME | RV | 43 | 60 | 137 | 13 | 100.0% | |||||||||
| Pinehirst RV Resort | Old Orchard Beach | ME | RV | 58 | 550 | 467 | 100.0% | ||||||||||
| Narrows Too | Trenton | ME | RV | 42 | 8 | 207 | 9 | 100.0% | |||||||||
| Moody Beach | Wells | ME | RV | 48 | 10 | 203 | 91 | 100.0% | |||||||||
| Sandy Beach RV Resort | Contoocook | NH | RV | 40 | 190 | 95 | 100.0% | ||||||||||
| Pine Acres | Raymond | NH | RV | 100 | 421 | 264 | 100.0% | ||||||||||
| Tuxbury Resort | South Hampton | NH | RV | 193 | 100 | 305 | 232 | 100.0% | |||||||||
| King Nummy | Cape May Court House | NJ | RV | 83 | 313 | 258 | 100.0% | ||||||||||
| Mays Landing | Mays Landing | NJ | RV | 18 | 168 | 69 | 100.0% | ||||||||||
| Echo Farms | Ocean View | NJ | RV | 31 | 237 | 205 | 100.0% | ||||||||||
| Lake & Shore | Ocean View | NJ | RV | 162 | 401 | 275 | 100.0% | ||||||||||
| Chestnut Lake | Port Republic | NJ | RV | 32 | 185 | 53 | 100.0% | ||||||||||
| Sea Pines | Swainton | NJ | RV | 75 | 32 | 549 | 310 | 100.0% | |||||||||
| Pine Ridge at Crestwood | Whiting | NJ | MH | 188 | 1,035 | 1,035 | 88.2% | ||||||||||
| Rondout Valley Resort | Accord | NY | RV | 184 | 94 | 398 | 87 | 100.0% | |||||||||
| Alpine Lake RV Resort | Corinth | NY | RV | 200 | 54 | 500 | 324 | 100.0% | |||||||||
| Lake George Escape | Lake George | NY | RV | 178 | 576 | 68 | 100.0% | ||||||||||
| The Woodlands | Lockport | NY | MH | 225 | 76 | 1,226 | 1,226 | 92.1% | |||||||||
| Greenwood Village | Manorville | NY | MH | 79 | 512 | 512 | 98.0% | ||||||||||
| Brennan Beach | Pulaski | NY | RV | 201 | 1,377 | 1,194 | 100.0% | ||||||||||
| Lake George Schroon Valley | Warrensburg | NY | RV | 151 | 151 | 87 | 100.0% | ||||||||||
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/19 | Total Number of Annual Sites as of 12/31/19 | Annual Site Occupancy as of 12/31/19 | |||||||||
| Greenbriar Village | Bath | PA | MH | 63 | 319 | 319 | 97.8% | ||||||||||
| Sun Valley | Bowmansville | PA | RV | 86 | 3 | 265 | 165 | 100.0% | |||||||||
| Green Acres | Breinigsville | PA | MH | 149 | 595 | 595 | 92.8% | ||||||||||
| Gettysburg Farm | Dover | PA | RV | 124 | 62 | 265 | 81 | 100.0% | |||||||||
| Timothy Lake North | East Stroudsburg | PA | RV | 93 | 323 | 82 | 100.0% | ||||||||||
| Timothy Lake South | East Stroudsburg | PA | RV | 65 | 327 | 138 | 100.0% | ||||||||||
| Drummer Boy (c) | Gettysburg | PA | RV | 89 | 465 | 194 | 100.0% | ||||||||||
| Round Top (c) | Gettysburg | PA | RV | 52 | 391 | 203 | 100.0% | ||||||||||
| Circle M | Lancaster | PA | RV | 103 | 13 | 380 | 85 | 100.0% | |||||||||
| Hershey | Lebanon | PA | RV | 196 | 20 | 297 | 59 | 100.0% | |||||||||
| Robin Hill | Lenhartsville | PA | RV | 44 | 4 | 270 | 127 | 100.0% | |||||||||
| Dutch County | Manheim | PA | RV | 102 | 60 | 269 | 93 | 100.0% | |||||||||
| Spring Gulch | New Holland | PA | RV | 114 | 27 | 420 | 145 | 100.0% | |||||||||
| Lil Wolf | Orefield | PA | MH | 56 | 269 | 269 | 94.8% | ||||||||||
| Scotrun | Scotrun | PA | RV | 63 | 6 | 178 | 117 | 100.0% | |||||||||
| Appalachian | Shartlesville | PA | RV | 86 | 30 | 358 | 203 | 100.0% | |||||||||
| Mountain View-PA | Walnutport | PA | MH | 45 | 1 | 187 | 187 | 90.4% | |||||||||
| Timber Creek | Westerly | RI | RV | 108 | 364 | 363 | 100.0% | ||||||||||
| Total Northeast Market | 5,224 | 832 | 20,307 | 14,563 | 97.4% | ||||||||||||
| Southeast: | |||||||||||||||||
| Hidden Cove | Arley | AL | RV | 99 | 34 | 163 | 55 | 100.0% | |||||||||
| Diamond Caverns Resort & Golf Club | Park City | KY | RV | 714 | 218 | 220 | 32 | 100.0% | |||||||||
| Forest Lake | Advance | NC | RV | 306 | 34 | 305 | 163 | 100.0% | |||||||||
| Scenic | Asheville | NC | MH | 28 | 2 | 194 | 194 | 100.0% | |||||||||
| Waterway RV | Cedar Point | NC | RV | 27 | 336 | 334 | 100.0% | ||||||||||
| Twin Lakes | Chocowinity | NC | RV | 132 | 11 | 419 | 344 | 100.0% | |||||||||
| Green Mountain Park | Lenoir | NC | RV | 1,077 | 3 | 447 | 157 | 100.0% | |||||||||
| Lake Gaston | Littleton | NC | RV | 69 | 235 | 205 | 100.0% | ||||||||||
| Lake Myers RV | Mocksville | NC | RV | 74 | 425 | 259 | 100.0% | ||||||||||
| Bogue Pines | Newport | NC | MH | 50 | 150 | 150 | 77.3% | ||||||||||
| Goose Creek Resort | Newport | NC | RV | 92 | 735 | 670 | 100.0% | ||||||||||
| Whispering Pines RV | Newport | NC | RV | 34 | 278 | 182 | 100.0% | ||||||||||
| White Oak Shores (c) | Stella | NC | RV | 158 | 455 | 395 | 100.0% | ||||||||||
| Carolina Landing | Fair Play | SC | RV | 73 | 30 | 192 | 47 | 100.0% | |||||||||
| Inlet Oaks | Murrells Inlet | SC | MH | 35 | 172 | 172 | 100.0% | ||||||||||
| The Oaks at Point South | Yemassee | SC | RV | 10 | 93 | 15 | 100.0% | ||||||||||
| Natchez Trace | Hohenwald | TN | RV | 672 | 340 | 531 | 225 | 100.0% | |||||||||
| Cherokee Landing | Saulsbury | TN | RV | 254 | 124 | 339 | 5 | 100.0% | |||||||||
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/19 | Total Number of Annual Sites as of 12/31/19 | Annual Site Occupancy as of 12/31/19 | |||||||||
| Meadows of Chantilly | Chantilly | VA | MH | 82 | 499 | 499 | 100.0% | ||||||||||
| Harbor View | Colonial Beach | VA | RV | 69 | 146 | 59 | 100.0% | ||||||||||
| Lynchburg | Gladys | VA | RV | 170 | 59 | 222 | 58 | 100.0% | |||||||||
| Chesapeake Bay | Gloucester | VA | RV | 282 | 80 | 392 | 147 | 100.0% | |||||||||
| Virginia Landing | Quinby | VA | RV | 863 | 233 | 7 | 100.0% | ||||||||||
| Grey's Point | Topping | VA | RV | 125 | 16 | 791 | 529 | 100.0% | |||||||||
| Bethpage | Urbanna | VA | RV | 271 | 104 | 1,034 | 595 | 100.0% | |||||||||
| Williamsburg | Williamsburg | VA | RV | 65 | 10 | 211 | 86 | 100.0% | |||||||||
| Regency Lakes | Winchester | VA | MH | 165 | 523 | 523 | 99.4% | ||||||||||
| Total Southeast Market | 5,996 | 1,065 | 9,740 | 6,107 | 99.4% | ||||||||||||
| Midwest: | |||||||||||||||||
| O'Connell's | Amboy | IL | RV | 286 | 89 | 725 | 396 | 100.0% | |||||||||
| Pheasant Lake Estates | Beecher | IL | MH | 160 | 112 | 613 | 613 | 97.4% | |||||||||
| Pine Country | Belvidere | IL | RV | 131 | 10 | 185 | 163 | 100.0% | |||||||||
| Willow Lake Estates | Elgin | IL | MH | 111 | 616 | 616 | 88.8% | ||||||||||
| Golf Vista Estates | Monee | IL | MH | 144 | 15 | 408 | 408 | 96.3% | |||||||||
| Indian Lakes | Batesville | IN | RV | 545 | 104 | 1,058 | 575 | 100.0% | |||||||||
| Horseshoe Lakes | Clinton | IN | RV | 289 | 66 | 123 | 93 | 100.0% | |||||||||
| Twin Mills RV | Howe | IN | RV | 137 | 24 | 501 | 235 | 100.0% | |||||||||
| Lakeside | New Carlisle | IN | RV | 13 | 89 | 89 | 100.0% | ||||||||||
| Bear Cave Resort | Buchanan | MI | RV | 25 | 10 | 136 | 46 | 100.0% | |||||||||
| Saint Claire | Saint Claire | MI | RV | 210 | 100 | 229 | 135 | 100.0% | |||||||||
| Cedar Knolls | Apple Valley | MN | MH | 93 | 457 | 457 | 92.6% | ||||||||||
| Cimarron Park | Lake Elmo | MN | MH | 230 | 46 | 505 | 505 | 88.9% | |||||||||
| Rockford Riverview Estates | Rockford | MN | MH | 88 | 428 | 428 | 91.8% | ||||||||||
| Rosemount Woods | �� | Rosemount | MN | MH | 50 | 12 | 182 | 182 | 98.9% | ||||||||
| Buena Vista | Fargo | ND | MH | 76 | 399 | 399 | 78.7% | ||||||||||
| Meadow Park | Fargo | ND | MH | 17 | 116 | 116 | 76.7% | ||||||||||
| Kenisee Lake | Jefferson | OH | RV | 143 | 50 | 119 | 79 | 100.0% | |||||||||
| Wilmington | Wilmington | OH | RV | 109 | 41 | 169 | 121 | 100.0% | |||||||||
| Rainbow Lake Manor | Bristol | WI | MH | 99 | 14 | 270 | 270 | 97.8% | |||||||||
| Fremont | Fremont | WI | RV | 98 | 5 | 325 | 130 | 100.0% | |||||||||
| Yukon Trails | Lyndon Station | WI | RV | 150 | 30 | 214 | 138 | 100.0% | |||||||||
| Blackhawk | Milton | WI | RV | 214 | 24 | 490 | 340 | 100.0% | |||||||||
| Lakeland RV | Milton | WI | RV | 107 | 5 | 682 | 423 | 100.0% | |||||||||
| Westwood Estates | Pleasant Prairie | WI | MH | 95 | 344 | 344 | 93.9% | ||||||||||
| Plymouth Rock | Plymouth | WI | RV | 133 | 40 | 610 | 412 | 100.0% | |||||||||
| Tranquil Timbers | Sturgeon Bay | WI | RV | 125 | 270 | 196 | 100.0% | ||||||||||
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/19 | Total Number of Annual Sites as of 12/31/19 | Annual Site Occupancy as of 12/31/19 | |||||||||
| Lake of the Woods (c) | Wautoma | WI | RV | 117 | 303 | 156 | 100.0% | ||||||||||
| Neshonoc Lakeside | West Salem | WI | RV | 48 | 284 | 189 | 100.0% | ||||||||||
| Arrowhead | Wisconsin Dells | WI | RV | 166 | 40 | 377 | 196 | 100.0% | |||||||||
| Total Midwest Market | 4,209 | 837 | 11,227 | 8,450 | 95.7% | ||||||||||||
| Nevada, Utah and Idaho: | |||||||||||||||||
| Coach Royale | Boise | ID | MH | 12 | 91 | 91 | 92.3% | ||||||||||
| Maple Grove | Boise | ID | MH | 38 | 271 | 271 | 87.5% | ||||||||||
| Shenandoah Estates | Boise | ID | MH | 24 | 153 | 153 | 100.0% | ||||||||||
| West Meadow Estates | Boise | ID | MH | 29 | 178 | 178 | 100.0% | ||||||||||
| Mountain View - NV | Henderson | NV | MH | 72 | 354 | 354 | 100.0% | ||||||||||
| Bonanza | Las Vegas | NV | MH | 43 | 353 | 353 | 55.2% | ||||||||||
| Boulder Cascade | Las Vegas | NV | MH | 39 | 299 | 299 | 78.9% | ||||||||||
| Cabana | Las Vegas | NV | MH | 37 | 263 | 263 | 98.5% | ||||||||||
| Flamingo West | Las Vegas | NV | MH | 37 | 258 | 258 | 99.6% | ||||||||||
| Las Vegas | Las Vegas | NV | RV | 11 | 217 | 22 | 100.0% | ||||||||||
| Villa Borega | Las Vegas | NV | MH | 40 | 293 | 293 | 77.5% | ||||||||||
| Westwood Village | Farr West | UT | MH | 46 | 314 | 314 | 100.0% | ||||||||||
| St. George (g) | Hurricane | UT | RV | 26 | 4 | 123 | — | —% | |||||||||
| All Seasons | Salt Lake City | UT | MH | 19 | 121 | 121 | 100.0% | ||||||||||
| Total Nevada, Utah and Idaho Market | 473 | 4 | 3,288 | 2,970 | 88.8% | ||||||||||||
| Northwest: | |||||||||||||||||
| Cultus Lake (Canada) (e) | Lindell Beach | BC | RV | 15 | 178 | 51 | 100.0% | ||||||||||
| Thousand Trails Bend | Bend | OR | RV | 289 | 116 | 351 | 57 | 100.0% | |||||||||
| Shadowbrook | Clackamas | OR | MH | 21 | 156 | 156 | 100.0% | ||||||||||
| Pacific City | Cloverdale | OR | RV | 105 | 50 | 307 | 28 | 100.0% | |||||||||
| Falcon Wood Village | Eugene | OR | MH | 23 | 183 | 183 | 100.0% | ||||||||||
| Portland Fairview | Fairview | OR | RV | 30 | 407 | 263 | 100.0% | ||||||||||
| Quail Hollow (e) | Fairview | OR | MH | 21 | 137 | 137 | 100.0% | ||||||||||
| South Jetty | Florence | OR | RV | 57 | 5 | 204 | 6 | 100.0% | |||||||||
| Seaside Resort | Seaside | OR | RV | 80 | 7 | 251 | 44 | 100.0% | |||||||||
| Whaler's Rest Resort | South Beach | OR | RV | 39 | 5 | 170 | 19 | 100.0% | |||||||||
| Mt. Hood | Welches | OR | RV | 115 | 10 | 515 | 165 | 100.0% | |||||||||
| Birch Bay | Blaine | WA | RV | 31 | 7 | 246 | 24 | 100.0% | |||||||||
| Mt. Vernon | Bow | WA | RV | 311 | 251 | 29 | 100.0% | ||||||||||
| Chehalis | Chehalis | WA | RV | 309 | 360 | 24 | 100.0% | ||||||||||
| Grandy Creek | Concrete | WA | RV | 63 | 179 | 1 | 100.0% | ||||||||||
| Tall Chief (g) | Fall City | WA | RV | 71 | 180 | — | —% | ||||||||||
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/19 | Total Number of Annual Sites as of 12/31/19 | Annual Site Occupancy as of 12/31/19 | |||||||||
| Kloshe Illahee | Federal Way | WA | MH | 50 | 258 | 258 | 100.0% | ||||||||||
| La Conner (e) | La Conner | WA | RV | 106 | 319 | 42 | 100.0% | ||||||||||
| Leavenworth | Leavenworth | WA | RV | 255 | 30 | 266 | 15 | 100.0% | |||||||||
| Thunderbird Resort | Monroe | WA | RV | 45 | 6 | 136 | 19 | 100.0% | |||||||||
| Little Diamond | Newport | WA | RV | 360 | 30 | 520 | 2 | 100.0% | |||||||||
| Oceana Resort | Ocean City | WA | RV | 16 | 7 | 84 | 9 | 100.0% | |||||||||
| Crescent Bar Resort | Quincy | WA | RV | 14 | 115 | 15 | 100.0% | ||||||||||
| Long Beach | Seaview | WA | RV | 17 | 10 | 144 | 15 | 100.0% | |||||||||
| Paradise Resort | Silver Creek | WA | RV | 60 | 214 | 8 | 100.0% | ||||||||||
| Total Northwest Market | 2,503 | 283 | 6,131 | 1,570 | 100.0% | ||||||||||||
| Texas: | |||||||||||||||||
| Alamo Palms | Alamo | TX | RV | 58 | 643 | 315 | 100.0% | ||||||||||
| Bay Landing | Bridgeport | TX | RV | 443 | 235 | 293 | 73 | 100.0% | |||||||||
| Colorado River | Columbus | TX | RV | 218 | 51 | 132 | 26 | 100.0% | |||||||||
| Victoria Palms | Donna | TX | RV | 117 | 1,122 | 488 | 100.0% | ||||||||||
| Lake Texoma (e) | Gordonville | TX | RV | 201 | 120 | 301 | 80 | 100.0% | |||||||||
| Lakewood | Harlingen | TX | RV | 30 | 301 | 137 | 100.0% | ||||||||||
| Paradise Park RV | Harlingen | TX | RV | 60 | 563 | 277 | 100.0% | ||||||||||
| Sunshine RV | Harlingen | TX | RV | 84 | 1,027 | 370 | 100.0% | ||||||||||
| Tropic Winds | Harlingen | TX | RV | 112 | 65 | 531 | 203 | 100.0% | |||||||||
| Medina Lake | Lakehills | TX | RV | 208 | 50 | 387 | 60 | 100.0% | |||||||||
| Paradise South | Mercedes | TX | RV | 49 | 493 | 194 | 100.0% | ||||||||||
| Lake Tawakoni (e) | Point | TX | RV | 324 | 11 | 293 | 86 | 100.0% | |||||||||
| Fun n Sun RV Park | San Benito | TX | RV | 135 | 40 | 1,435 | 637 | 100.0% | |||||||||
| Country Sunshine | Weslaco | TX | RV | 37 | 390 | 159 | 100.0% | ||||||||||
| Southern Comfort | Weslaco | TX | RV | 40 | 403 | 323 | 100.0% | ||||||||||
| Lake Whitney | Whitney | TX | RV | 403 | 158 | 261 | 32 | 100.0% | |||||||||
| Lake Conroe | Willis | TX | RV | 129 | 7 | 620 | 253 | 100.0% | |||||||||
| Total Texas Market | 2,648 | 737 | 9,195 | 3,713 | 100.0% | ||||||||||||
| Grand Total All Markets | 39,508 | 5,289 | 152,914 | 109,314 | 96.8% | ||||||||||||
31
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/20 | Total Number of Annual Sites as of 12/31/20 | Annual Site Occupancy as of 12/31/20 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| McNicol Place | Lewes | DE | MH | 25 | 93 | 93 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Whispering Pines | Lewes | DE | MH | 67 | 2 | 393 | 393 | 99.7% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Mariner's Cove | Millsboro | DE | MH | 101 | 374 | 374 | 97.1% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sweetbriar | Millsboro | DE | MH | 38 | 146 | 146 | 93.2% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Aspen Meadows | Rehoboth Beach | DE | MH | 46 | 200 | 200 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Camelot Meadows | Rehoboth Beach | DE | MH | 61 | 301 | 301 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Gateway to Cape Cod | Rochester | MA | RV | 80 | 25 | 194 | 66 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Hillcrest MA | Rockland | MA | MH | 19 | 79 | 79 | 93.7% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| The Glen | Rockland | MA | MH | 24 | 36 | 36 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Old Chatham | South Dennis | MA | RV | 47 | 312 | 249 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sturbridge | Sturbridge | MA | RV | 223 | 125 | 155 | 70 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Fernwood | Capitol Heights | MD | MH | 40 | 6 | 329 | 329 | 98.5% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Williams Estates/Peppermint Woods | Middle River | MD | MH | 121 | 803 | 803 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Mt. Desert Narrows | Bar Harbor | ME | RV | 90 | 12 | 206 | 7 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Patten Pond | Ellsworth | ME | RV | 81 | 60 | 137 | 13 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Pinehirst | Old Orchard Beach | ME | RV | 58 | 550 | 464 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Narrows Too | Trenton | ME | RV | 42 | 8 | 207 | 8 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Moody Beach | Wells | ME | RV | 48 | 274 | 86 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sandy Beach | Contoocook | NH | RV | 40 | 190 | 95 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Pine Acres | Raymond | NH | RV | 100 | 421 | 222 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Tuxbury Resort | South Hampton | NH | RV | 193 | 100 | 305 | 222 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| King Nummy | Cape May Court House | NJ | RV | 83 | 313 | 262 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Acorn Campground (c) | Green Creek | NJ | RV | 160 | 43 | 323 | 226 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Mays Landing Resort | Mays Landing | NJ | RV | 18 | 168 | 62 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Echo Farms | Ocean View | NJ | RV | 31 | 245 | 197 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake and Shore | Ocean View | NJ | RV | 162 | 401 | 270 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Chestnut Lake | Port Republic | NJ | RV | 32 | 185 | 41 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sea Pines | Swainton | NJ | RV | 75 | 32 | 549 | 319 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Pine Ridge at Crestwood | Whiting | NJ | MH | 188 | 1,035 | 1,035 | 89.3% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Rondout Valley | Accord | NY | RV | 184 | 94 | 398 | 78 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Alpine Lake RV Resort | Corinth | NY | RV | 200 | 54 | 500 | 342 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake George Escape | Lake George | NY | RV | 178 | 576 | 79 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| The Woodlands | Lockport | NY | MH | 225 | 76 | 1,237 | 1,237 | 93.8% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Greenwood Village | Manorville | NY | MH | 79 | 512 | 512 | 99.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Brennan Beach | Pulaski | NY | RV | 201 | 1,377 | 1,199 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake George Schroon Valley | Warrensburg | NY | RV | 151 | 151 | 85 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Greenbriar Village | Bath | PA | MH | 63 | 319 | 319 | 95.3% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sun Valley | Bowmansville | PA | RV | 86 | 3 | 265 | 190 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Green Acres | Breinigsville | PA | MH | 149 | 595 | 595 | 93.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Gettysburg Farm | Dover | PA | RV | 124 | 62 | 265 | 84 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Timothy Lake North | East Stroudsburg | PA | RV | 93 | 323 | 82 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
32
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/20 | Total Number of Annual Sites as of 12/31/20 | Annual Site Occupancy as of 12/31/20 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Timothy Lake South | East Stroudsburg | PA | RV | 65 | 327 | 130 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Drummer Boy | Gettysburg | PA | RV | 89 | 465 | 220 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Round Top | Gettysburg | PA | RV | 52 | 391 | 195 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Circle M | Lancaster | PA | RV | 103 | 13 | 380 | 85 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Hershey | Lebanon | PA | RV | 196 | 20 | 297 | 58 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Robin Hill | Lenhartsville | PA | RV | 44 | 4 | 270 | 121 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| PA Dutch County | Manheim | PA | RV | 102 | 60 | 269 | 99 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Spring Gulch | New Holland | PA | RV | 114 | 27 | 420 | 150 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Lil Wolf | Orefield | PA | MH | 56 | 269 | 269 | 96.7% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Scotrun | Scotrun | PA | RV | 63 | 6 | 178 | 115 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Appalachian RV | Shartlesville | PA | RV | 86 | 30 | 358 | 197 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Mountain View - PA | Walnutport | PA | MH | 45 | 1 | 187 | 187 | 92.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Timber Creek | Westerly | RI | RV | 108 | 364 | 361 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total Northeast Market | 5,422 | 865 | 20,720 | 14,760 | 97.8% | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Southeast: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Hidden Cove | Arley | AL | RV | 99 | 34 | 163 | 73 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Diamond Caverns | Park City | KY | RV | 714 | 218 | 220 | 31 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Forest Lake | Advance | NC | RV | 306 | 34 | 305 | 163 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Scenic | Asheville | NC | MH | 28 | 2 | 194 | 194 | 99.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Waterway RV | Cedar Point | NC | RV | 27 | 336 | 335 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Twin Lakes | Chocowinity | NC | RV | 132 | 11 | 419 | 368 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Topsail Sound RV (c) | Holly Ridge | NC | RV | 34 | 12 | 230 | 205 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Green Mountain | Lenoir | NC | RV | 1,077 | 3 | 447 | 155 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake Gaston | Littleton | NC | RV | 69 | 235 | 204 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake Myers RV | Mocksville | NC | RV | 74 | 425 | 279 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Bogue Pines | Newport | NC | MH | 50 | 150 | 150 | 88.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Goose Creek | Newport | NC | RV | 92 | 735 | 692 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Whispering Pines - NC | Newport | NC | RV | 34 | 278 | 187 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Harbor Point (c) | Sneads Ferry | NC | RV | 46 | 203 | 184 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| White Oak Shores | Stella | NC | RV | 220 | 50 | 511 | 426 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Carolina Landing | Fair Play | SC | RV | 73 | 30 | 192 | 58 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Inlet Oaks Village | Murrells Inlet | SC | MH | 35 | 172 | 172 | 98.8% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| The Oaks | Yemassee | SC | RV | 10 | 93 | 21 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Natchez Trace | Hohenwald | TN | RV | 672 | 340 | 531 | 225 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Cherokee Landing | Saulsbury | TN | RV | 254 | 124 | 339 | 4 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Meadows of Chantilly | Chantilly | VA | MH | 82 | 499 | 499 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Harbor View | Colonial Beach | VA | RV | 69 | 146 | 69 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lynchburg | Gladys | VA | RV | 170 | 59 | 222 | 68 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Chesapeake Bay | Gloucester | VA | RV | 282 | 80 | 392 | 144 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Bayport Development (c) (d) | Jamaica | VA | RV | 541 | 523 | — | — | —% | |||||||||||||||||||||||||||||||||||||||||||||||||||
33
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/20 | Total Number of Annual Sites as of 12/31/20 | Annual Site Occupancy as of 12/31/20 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Virginia Landing | Quinby | VA | RV | 863 | 233 | 5 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Grey's Point Camp | Topping | VA | RV | 125 | 16 | 791 | 536 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Bethpage Camp Resort | Urbanna | VA | RV | 271 | 104 | 1,034 | 601 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Williamsburg | Williamsburg | VA | RV | 65 | 10 | 211 | 79 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Regency Lakes | Winchester | VA | MH | 165 | 523 | 523 | 99.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total Southeast Market | 6,679 | 1,650 | 10,229 | 6,650 | 99.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Midwest Market: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| O'Connell's Yogi Bear RV Resort | Amboy | IL | RV | 286 | 89 | 725 | 426 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Pheasant Lake Estates | Beecher | IL | MH | 160 | 112 | 613 | 613 | 96.4% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Pine Country | Belvidere | IL | RV | 131 | 10 | 185 | 150 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Willow Lake Estates | Elgin | IL | MH | 111 | 616 | 616 | 89.1% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Golf Vista Estates | Monee | IL | MH | 144 | 497 | 497 | 80.7% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Indian Lakes | Batesville | IN | RV | 545 | 104 | 1,058 | 612 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Horseshoe Lakes | Clinton | IN | RV | 289 | 66 | 123 | 99 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Twin Mills RV | Howe | IN | RV | 137 | 24 | 501 | 221 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Lakeside RV | New Carlisle | IN | RV | 13 | 89 | 89 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Bear Cave | Buchanan | MI | RV | 25 | 10 | 136 | 55 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| St Claire | Saint Claire | MI | RV | 210 | 100 | 229 | 138 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Cedar Knolls | Apple Valley | MN | MH | 93 | 457 | 457 | 96.1% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Cimarron Park | Lake Elmo | MN | MH | 230 | 46 | 505 | 505 | 90.5% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Rockford Riverview Estates | Rockford | MN | MH | 88 | 428 | 428 | 95.8% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Rosemount Woods | Rosemount | MN | MH | 50 | 12 | 182 | 182 | 98.4% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Buena Vista | Fargo | ND | MH | 76 | 399 | 399 | 74.9% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Meadow Park | Fargo | ND | MH | 17 | 116 | 116 | 71.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Kenisee Lake | Jefferson | OH | RV | 143 | 50 | 119 | 76 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Wilmington | Wilmington | OH | RV | 109 | 41 | 169 | 118 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Rainbow Lake Manor | Bristol | WI | MH | 99 | 14 | 270 | 270 | 96.3% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Fremont Jellystone Park Campground | Fremont | WI | RV | 98 | 5 | 325 | 125 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Yukon Trails | Lyndon Station | WI | RV | 150 | 30 | 214 | 136 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Blackhawk Camping Resort | Milton | WI | RV | 214 | 24 | 490 | 341 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Lakeland | Milton | WI | RV | 107 | 5 | 682 | 426 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Westwood Estates | Pleasant Prairie | WI | MH | 95 | 344 | 344 | 93.9% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Plymouth Rock | Plymouth | WI | RV | 133 | 40 | 610 | 419 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Tranquil Timbers | Sturgeon Bay | WI | RV | 125 | 270 | 193 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake of the Woods RV | Wautoma | WI | RV | 117 | 303 | 167 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Neshonoc Lakeside | West Salem | WI | RV | 48 | 284 | 189 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Arrowhead Resort | Wisconsin Dells | WI | RV | 166 | 40 | 377 | 200 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Total Midwest Market | 4,209 | 822 | 11,316 | 8,607 | 94.9% | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
34
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/20 | Total Number of Annual Sites as of 12/31/20 | Annual Site Occupancy as of 12/31/20 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Nevada, Utah and Idaho: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Coach Royale | Boise | ID | MH | 12 | 91 | 91 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Maple Grove | Boise | ID | MH | 38 | 271 | 271 | 90.4% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shenandoah Estates | Boise | ID | MH | 24 | 153 | 153 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| West Meadow Estates | Boise | ID | MH | 29 | 178 | 178 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Mountain View - NV | Henderson | NV | MH | 72 | 354 | 354 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Bonanza Village | Las Vegas | NV | MH | 43 | 353 | 353 | 55.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Boulder Cascade | Las Vegas | NV | MH | 39 | 299 | 299 | 85.6% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Cabana | Las Vegas | NV | MH | 37 | 263 | 263 | 99.2% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Flamingo West | Las Vegas | NV | MH | 37 | 258 | 258 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Las Vegas | Las Vegas | NV | RV | 11 | 217 | 21 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Villa Borega | Las Vegas | NV | MH | 40 | 293 | 293 | 78.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Westwood Village | Farr West | UT | MH | 46 | 314 | 314 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| St George (g) | Hurricane | UT | RV | 26 | 4 | 123 | — | —% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| All Seasons | Salt Lake City | UT | MH | 19 | 121 | 121 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total Nevada, Utah and Idaho | 473 | 4 | 3,288 | 2,969 | 90.2% | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Northwest: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Cultus Lake (Canada) (e) | Lindell Beach | BC | RV | 15 | 178 | 47 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Bend | Bend | OR | RV | 289 | 116 | 351 | 47 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Shadowbrook | Clackamas | OR | MH | 21 | 156 | 156 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Pacific City | Cloverdale | OR | RV | 105 | 50 | 307 | 29 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Falcon Wood Village | Eugene | OR | MH | 23 | 183 | 183 | 98.9% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Portland Fairview | Fairview | OR | RV | 30 | 407 | 245 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Quail Hollow (e) | Fairview | OR | MH | 21 | 137 | 137 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| South Jetty | Florence | OR | RV | 57 | 5 | 204 | 7 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Seaside | Seaside | OR | RV | 80 | 7 | 251 | 45 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Whalers Rest | South Beach | OR | RV | 39 | 5 | 170 | 22 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Mt. Hood Village | Welches | OR | RV | 115 | 626 | 189 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Birch Bay | Blaine | WA | RV | 31 | 7 | 246 | 13 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Mount Vernon | Bow | WA | RV | 311 | 251 | 25 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Chehalis | Chehalis | WA | RV | 309 | 360 | 22 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Grandy Creek (g) | Concrete | WA | RV | 63 | 179 | — | —% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Tall Chief (g) | Fall City | WA | RV | 71 | 180 | — | —% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Kloshe Illahee | Federal Way | WA | MH | 50 | 258 | 258 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| La Conner (e) | La Conner | WA | RV | 106 | 319 | 36 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Leavenworth | Leavenworth | WA | RV | 255 | 30 | 266 | 17 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Thunderbird Resort | Monroe | WA | RV | 45 | 6 | 136 | 18 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Little Diamond | Newport | WA | RV | 360 | 30 | 520 | 2 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Oceana | Ocean City | WA | RV | 16 | 7 | 84 | 6 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Crescent Bar | Quincy | WA | RV | 14 | 115 | 17 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
35
| Property | City | State | Property Type | Acres (a) | Developable Acres (b) | Total Number of Sites as of 12/31/20 | Total Number of Annual Sites as of 12/31/20 | Annual Site Occupancy as of 12/31/20 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Long Beach | Seaview | WA | RV | 17 | 10 | 144 | 10 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Paradise RV | Silver Creek | WA | RV | 60 | 214 | 4 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total Northwest | 2,503 | 273 | 6,242 | 1,535 | 99.9% | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Texas: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Alamo Palms | Alamo | TX | RV | 58 | 643 | 305 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Bay Landing | Bridgeport | TX | RV | 443 | 235 | 293 | 63 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Colorado River | Columbus | TX | RV | 218 | 51 | 132 | 25 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Victoria Palms | Donna | TX | RV | 117 | 1,122 | 488 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake Texoma (e) | Gordonville | TX | RV | 201 | 120 | 301 | 83 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Lakewood | Harlingen | TX | RV | 30 | 301 | 119 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Paradise Park | Harlingen | TX | RV | 60 | 563 | 267 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sunshine RV Resort | Harlingen | TX | RV | 84 | 1,027 | 369 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Tropic Winds | Harlingen | TX | RV | 112 | 65 | 531 | 209 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Medina Lake | Lakehills | TX | RV | 208 | 50 | 387 | 72 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Paradise South | Mercedes | TX | RV | 49 | 493 | 194 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake Tawakoni (e) | Point | TX | RV | 324 | 11 | 293 | 68 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Fun N Sun RV | San Benito | TX | RV | 135 | 40 | 1,435 | 633 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Country Sunshine | Weslaco | TX | RV | 37 | 390 | 158 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Leisure World (c) | Weslaco | TX | RV | 38 | 333 | 202 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Southern Comfort | Weslaco | TX | RV | 40 | 403 | 321 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Trails End RV (c) | Weslaco | TX | RV | 43 | 362 | 271 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake Whitney | Whitney | TX | RV | 403 | 158 | 261 | 33 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Lake Conroe | Willis | TX | RV | 129 | 7 | 620 | 274 | 100.0% | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Total Texas | 2,729 | 737 | 9,890 | 4,154 | 100.0% | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Grand Total All Markets | 41,417 | 5,958 | 156,890 | 112,090 | 96.5% | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
(a)Acres are approximate. For certain Properties, the acres were estimated based on 10 Sites per acre.
(b)Acres are approximate. There can be no assurance that developable acres will be developed. Development is contingent on many factors including, but not limited to, cost, ability to subdivide, accessibility, infrastructure needs, zoning, entitlement and topography.
(c)Property acquired in 2020.
(d)Development asset acquired in 2020. It is not included in the property count as there are no sites and the property is not operational.
(e)Land has been leased to us under a non-cancelable operating lease, including one Loggerhead Marina Property (See Item 8. Financial Statements and Supplementary Data—Note 3. Leases).
(f)Acres for this community have been included in the acres of the adjacent community listed directly above this Property.
(g)Property did not have annual Sites for 2020.
36
Item 3. Legal Proceedings
The description of legal proceedings is incorporated herein by reference from Item 8. Financial Statements and Supplementary Data—Note 16. Commitment and Contingencies in this Form 10-K.
Item 4. Mine Safety Disclosures
None.
37
PART II
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Our shares of common stock are traded on the NYSE under the symbol ELS. As of December 31, 2019,2020, there were 274292 holders of record for 182,089,595182,230,631 outstanding shares of our common stock. Additionally, there were 10,491,22210,479,194 OP Units outstanding, which are exchangeable for an equivalent number of shares of our common stock or, at our option, cash.
Issuer Purchases of Equity Securities
| Period | Total Number of Shares Purchased (a) | Average Price Paid per Share (a) | Total Number of Shares Purchased as Part of Publically Announced Plans or Programs | Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs | ||||||||||||||||||||||
| 1/1/2020-3/31/2020 | 54,195 | $ | 73.12 | None | None | |||||||||||||||||||||
| 4/1/2020-6/30/2020 | — | $ | — | None | None | |||||||||||||||||||||
| 7/1/2020-9/30/2020 | — | $ | — | None | None | |||||||||||||||||||||
| 10/1/2020-12/31/2020 | — | $ | — | None | None | |||||||||||||||||||||
| 1/1/2020-12/31/2020 | 54,195 | $ | 73.12 | None | None | |||||||||||||||||||||
(a) All shares were repurchased at the year ended December 31, 2019, we did not repurchase shares of ouropen market price and represent common stock. Our employees will at times surrender their shares of our common stock surrendered to us to satisfy income tax withholding obligations associated withdue to the vesting of sharesRestricted Share Grants. Certain of restricted stock.our executive officers and directors may from time to time adopt non-discretionary, written trading plans that comply with Securities and Exchange Commission Rule 10b5-1, or otherwise monetize their equity-based compensation. Securities and Exchange Commission Rule 10b5-1 provides executives with a method to monetize their equity-based compensation in an automatic and non-discretionary manner over time.
Dividends and Distributions
We distribute regular quarterly dividends to our stockholders. In order to maintain our qualification as a REIT, we are required, among other things, to distribute annually at least 90% of our REIT taxable income, determined without regard to the dividends paid deduction and any net capital gain. In addition, we intend to distribute all or substantially all of our net income so that we will generally not be subject to U.S. federal income tax on our earnings.
In general, our Board of Directors makes decisions regarding the nature, frequency and amount of our dividends on a quarterly basis. The Board considers many factors when making these decisions, including our present and future liquidity needs, our current and projected financial condition and results of operations. As such, there can be no assurance that we will maintain the practice of paying regular quarterly dividends to continue to qualify as a REIT. See Item 1A. Risk Factors in this Form 10-K for a description of factors that may affect our ability to distribute dividends.
Item 6. Selected Financial Data
38
| Years Ended December 31, | |||||||||||||||||||
| (Amounts in thousands, except for per share and property data (adjusted for stock split)) | 2019 | 2018 | 2017 | 2016 | 2015 | ||||||||||||||
| Income Statement Data: | |||||||||||||||||||
| Total revenues | $ | 1,037,256 | $ | 986,653 | $ | 925,312 | $ | 870,435 | $ | 821,654 | |||||||||
Total expenses | (802,596 | ) | (765,206 | ) | (718,700 | ) | (685,908 | ) | (675,231 | ) | |||||||||
| Equity in income from unconsolidated joint ventures | 8,755 | 4,939 | 3,765 | 2,605 | 4,089 | ||||||||||||||
| Gain on sale of real estate, net | 52,507 | — | — | — | — | ||||||||||||||
| Consolidated net income | $ | 295,922 | $ | 226,386 | $ | 210,377 | $ | 187,132 | $ | 150,512 | |||||||||
| Net income available for Common Stockholders | $ | 279,123 | $ | 212,596 | $ | 189,904 | $ | 164,037 | $ | 130,145 | |||||||||
| Comprehensive income attributable to Common Stockholders | $ | 276,594 | $ | 213,866 | $ | 191,048 | $ | 164,339 | $ | 129,988 | |||||||||
| Earnings per Common Share - Basic | $ | 1.54 | $ | 1.19 | $ | 1.09 | $ | 0.97 | $ | 0.77 | |||||||||
| Earnings per Common Share - Fully Diluted | $ | 1.54 | $ | 1.19 | $ | 1.08 | $ | 0.96 | $ | 0.77 | |||||||||
| Distributions declared per Common Share outstanding | $ | 1.225 | $ | 1.100 | $ | 0.975 | $ | 0.850 | $ | 0.750 | |||||||||
| Weighted average Common Shares outstanding - Basic | 180,805 | 177,928 | 173,994 | 169,556 | 168,062 | ||||||||||||||
| Weighted average Common Shares outstanding - Fully Diluted | 191,995 | 190,110 | 186,850 | 185,138 | 183,814 | ||||||||||||||
| Balance Sheet Data: | |||||||||||||||||||
| Real estate, before accumulated depreciation | $ | 5,743,049 | $ | 5,273,477 | $ | 4,915,813 | $ | 4,685,336 | $ | 4,477,599 | |||||||||
| Total assets | $ | 4,151,275 | $ | 3,925,808 | $ | 3,610,032 | $ | 3,478,987 | $ | 3,400,400 | |||||||||
| Total debt | $ | 2,408,458 | $ | 2,348,352 | $ | 2,200,017 | $ | 2,091,279 | $ | 2,126,052 | |||||||||
Series C Preferred Stock (1) | $ | — | $ | — | $ | — | $ | 136,144 | $ | 136,144 | |||||||||
Total Common Equity (2) | $ | 1,249,810 | $ | 1,121,552 | $ | 1,031,954 | $ | 872,399 | $ | 788,924 | |||||||||
| Other Data: | |||||||||||||||||||
Funds from Operations ("FFO") (3) | $ | 405,964 | $ | 371,962 | $ | 331,665 | $ | 302,827 | $ | 261,009 | |||||||||
Normalized Funds from Operations ("Normalized FFO") (3) | $ | 401,844 | $ | 367,908 | $ | 335,931 | $ | 306,459 | $ | 279,052 | |||||||||
| Total Properties (at end of period) | 413 | 414 | 406 | 391 | 387 | ||||||||||||||
| Total Sites (at end of period) | 156,513 | 155,447 | 151,323 | 146,610 | 143,938 | ||||||||||||||
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis should be read in conjunction with the consolidated financial statements and accompanying footnotes thereto included in this Annual Report on Form 10-K. All shares of common stock ("Common Shares") and units of common interests in our Operating Partnership ("OP Units") as well as per share results reflect the two-for-one stock split that was completed on October 15, 2019.
2020 Accomplishments
We continued our strong performance in 2019,2020, as marked by these key operational and financial accomplishments:
•Launched a new learning component of our Diversity Equity and Inclusion initiative with monthly employee trainings with the goal of supporting the sense of belonging, awareness and connection at ELS.
•Added 1,058 expansion Sites, including 549 MH Sites, withinto our Core Portfolio (as defined below) during the year ended December 31, 2020.
•MH occupancy within our Core Portfolio increased by 401293 Sites to 95.7%68,869 Sites as of December 31, 20192020, with a weighted average occupancy of 95.2% for the year ended December 31, 2020 compared to 95.3% as of95.1% for the year ended December 31, 2018.2019.
•Manufactured homeowners within our Core Portfolio increased by 387345 to 62,74664,945 as of December 31, 20192020 compared to 62,35964,600 as of December 31, 2018.2019.
•MH and RV rental income within our Core Portfolio increased by 5.3%4.6% and 4.5%1.1%, respectively, compared to 2018.
•Core Portfolio generated full year growth of 4.4%2.9% in income from property operations, excluding deferrals and property management compared to 2018.2019.
•Normalized Funds from Operations ("Normalized FFO") per common share on a fully diluted basis was $2.09, 8.2%$2.17, 3.9% higher than in 2018.December 31, 2019.
•Invested $87.4$132.0 million to fund development activity, including the acquisition of land parcels.parcels and development assets.
•Raised our annual dividend to $1.370 per share in 2020, an increase of 11.8% compared to $1.225 per share in 2019, an increase of 11.4% compared to $1.100 per share in 2018.December 31, 2019.
Overview and Outlook
We are a self-administered and self-managed real estate investment trust ("REIT") with headquarters in Chicago, Illinois. We are a fully integrated owner and operator of properties ("Properties") consisting primarily of MHmanufactured home ("MH") and RVrecreational vehicle ("RV") communities. As of December 31, 2019,2020, we owned or had an ownership interest in a portfolio of 413422 Properties located throughout the United States and Canada containing 156,513160,489 individual developed areas ("Sites"). These Properties are located in 33 states and British Columbia, with more than 90100 Properties with lake, river or ocean frontage and more than 120 Properties within 10 miles of the coastal United States.
We invest in properties in sought-after locations near retirement and vacation destinations and urban areas across the United States with a focus on delivering value to our residents and guests as well as stockholders. Our business model is
39
Management's Discussion and Analysis (continued)
intended to provide an opportunity for increased cash flows and appreciation in value. We seek growth in earnings, Funds from Operations ("FFO") and cash flows by enhancing the profitability and operation of our Properties and investments. We accomplish this by attracting and retaining high quality customers to our Properties, who take pride in our Properties and in their homes, and efficiently managing our Properties by increasing occupancy, maintaining competitive market rents and controlling expenses. We also actively pursue opportunities that fit our acquisition criteria and are currently engaged in various stages of negotiations relating to the possible acquisition of additional properties.
We believe the demand from baby boomers for MH and RV communities will continue to be strong.strong over the long term. It is estimated that approximately 10,000 baby boomers are turning 65 daily through 2030. In addition, the population age 55 and older is expected to grow 18%17% from 20202021 to 2035.2036. These individuals, seeking an active lifestyle, will continue to drive the market for second-home sales as vacation properties, investment opportunities or retirement retreats. We expect it is likely that over the next decade, we will continue to see high levels of second-home sales and that manufactured homes and cottages in our Properties will continue to provide a viable second-home alternative to site-built homes. We also believe the Millennial and Generation X demographic will contribute to our future long-term customer pipeline. RV Industry Association ("RVIA") tracking of the RV industry showed that those under 45 years of age is the fastest growing segment of RV owners and has been for the past few years. The RVIA also completed a survey showing that RV purchase intent is strongest among Millennials, followed closely by Generation X. Millennials and Generation X combined represent over half of the RV buyers. There is an increasing trend among these groups to adopt a minimalist lifestyle due to its affordability, preference over home quality relative to its size and the overall unique experience that our communities can provide. We believe the demand from baby boomers and these younger generations will continue to outpace supply for MH and RV communities. The entitlement process
to develop new MH and RV communities is extremely restrictive. As a result, there have been limited new communities developed in our target geographic markets.
We generate the majority of our revenues from customers renting our Sites or entering into right-to-use contracts, also known as membership subscriptions, which provide them access to specific Properties for limited stays. Our MH Sites are generally leased on an annual basis to residents who own or lease factory built homes, including manufactured homes. Annual RV and annual RVmarina Sites are leased on an annual basis.basis to customers who generally have an RV, factory built cottage, boat or other unit placed on the site, including those Northern properties that are open for the summer season. Seasonal RV and marina Sites are leased to customers generally for one to six months. Transient RV and marina Sites are leased to customers on a short-term basis. The revenuesrevenue from seasonal and transient Sites areis generally higher during the first and third quarters. We consider the transient revenue stream to be our most volatile as it is subject to weather conditions and other factors affecting the marginal RV customer's vacation and travel preferences. We also generate revenue from customers renting our marina slips and dry storage. Additionally, we have interests in joint venture Properties for which revenue is classified as equityEquity in income from unconsolidated joint ventures on the Consolidated Statements of Income and Comprehensive Income.
Approximately one quarter of our rental agreements on MH Sites contain rent increase provisions that are directly or indirectly connected to the published CPI statistics issued from June through September of the year prior to the increase effective date. Approximately two-thirds of these rental agreements are subject to a CPI floor of approximately 3.0% to 5.0%.
State and local rent control regulations affect 27 wholly-owned Properties, including 15 of our 4849 California Properties, all 7 of our Delaware Properties, 1 of our 5 Massachusetts Properties, 1 of our 7 New York Properties, and 3 of our 10 Oregon Properties. These rent control regulations dictate rent increases and generally permit us to increase rates by a percentage of the increase in the national, regional or local CPI, depending on the rent control ordinance. These rate increases generally range from 60.0% to 100.0% of CPI with certain limits depending on the jurisdiction.
40
Management's Discussion and Analysis (continued)
The following table shows the breakdown of our Sites by type (amounts are approximate):
| Total Sites as of | |||||
| December 31, | |||||
| MH Sites | |||||
| RV Sites: | |||||
| Annual | |||||
| Seasonal | |||||
| Transient | |||||
Marina Slips | |||||
Membership | |||||
Joint Ventures | 3,600 | ||||
| 160,500 | |
_____________________
(1)Primarily utilized to service the approximately 116,200 members. Includes approximately 6,000 Sites rented on an annual basis.
(2)Includes approximately 2,900 annual Sites, 500 seasonal Sites and 200 transient Sites.
(3)Total does not foot due to rounding.
Membership Sites are primarily utilized to service approximately 115,700116,200 annual subscription members, including 19,10019,400 free trial members added through our RV dealer program. The remaining 96,60096,800 have purchased a Thousand Trails Camping (“TTC”) membership, which is an annual subscription providing the member access to our Properties in one to five geographic regions of the United States. In 2019,2020, a TTC membership for a single geographic region required an annual payment of $585.$599. In addition, members are eligible to upgrade their subscriptions. A membership upgrade may offer (1) increased length of consecutive stay by 50% (i.e., up to 21 days); (2) ability to make earlier advance reservations; (3) discounts on rental units; (4) access to additional Properties, which may include use of Sites at non-membership RV communities, or (5) membership in discount travel programs. Each membership upgrade requires a non-refundable upfront payment, for which we offer financing options to eligible customers. As a customer acquisition tool, we have relationships with a network of RV dealers to provide each new RV owner with a free one-year trial subscription to a TTC membership.
In our Home Sales and Rentals Operations business, our revenue streams include home sales, home rentals and brokerage services and ancillary activities. We generate revenue through home sales and rental operations by selling or leasing manufactured homes and cottages that are located in Properties owned and managed by us. We believe renting our vacant homes represents an attractive source of occupancy and an opportunity to convert the renter to a homebuyer in the future. We also sell and rent homes through our joint venture, ECHO Financing, LLC (the "ECHO JV"). Additionally, home sale brokerage services are offered to our residents who may choose to sell their homes as rather than relocate them when moving from a Property. At certain Properties, we operate ancillary facilities, such as golf courses, pro shops, stores and restaurants.
In the manufactured housing industry, options for home financing, also known as chattel financing, are limited. Chattel financing options available today include community owner-funded programs or third-party lender programs that provide subsidized financing to customers and often require the community owner to guarantee customer defaults. Third-party lender programs have stringent underwriting criteria, sizable down payment requirements, short term loan amortization and high interest rates. We have a limited program under which we purchase loans made by an unaffiliated lender to homebuyers at our Properties.
In 2017, the Federal Housing Finance Agency ("FHFA") published Fannie Mae's and Freddie Mac's Underserved Markets Plans for 2018-2020 (the "Plans") under the duty-to-serve provisions mandated by the Federal Housing Enterprises Financial Safety and Soundness Act of 1992, as amended by the Housing and Economic Recovery Act of 2008. The FHFA mandate requires Fannie Mae and Freddie Mac to serve three specific underserved markets, one of which is the manufactured housing sector. The Plans outline four duty-to-serve focus areas related to manufactured housing, including home purchase financing for customers placing manufactured homes in land lease communities. While this may have a positive impact on the ability of our customers' abilitycustomers to obtain chattel financing, specific details necessary to evaluate the possibleactual impact on us as well as the industry are not yet available. In addition,cannot be determined at this time. Additionally, the U.S. Departmentnew administration may redefine the objectives of the Treasury released the Housing Reform Plan in September 2019, which outlined a plan to end the conservatorships of the government sponsored enterprises. The Housing Reform Plan could have an impact on the Plans.
In addition to net income computed in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"), we assess and measure our overall financial and operating performance using certain Non-GAAP supplemental measures, which include: (i) FFO, (ii) Normalized FFO, (iii) Income from property operations, (iv) Income from property operations, excluding deferrals and property management, (v) Core Portfolio income from property operations, excluding deferrals and property management (operating results for Properties owned and operated in both periods under comparison), and (vi) Income from rental operations, net of depreciation. We use these measures internally to evaluate the operating performance of our portfolio
41
Management's Discussion and Analysis (continued)
and provide a basis for comparison with other real estate companies. Definitions and reconciliations of these measures to the most comparable GAAP measures are included below in this discussion.
COVID-19 Pandemic Update
Since the COVID-19 pandemic began, we have taken actions to prioritize the safety and security of our employees, residents and customers, while maintaining our high-quality standards in service to our residents and customers. We have implemented and may continue to implement Centers for Disease Control and Prevention ("CDC") and local public health department guidelines and protocols for social distancing and enhanced community and office cleaning procedures. Our Properties are open to residents and customers, while some of the on-site amenities, including restaurants, pools and playgrounds remain closed subject to state and local guidelines. We are closely monitoring these guidelines and may limit transient reservations as necessary and appropriate.
With consideration for the hardship our residents and customers might have experienced as a result of COVID-19 and in response to certain regulatory guidelines, during the second quarter of 2020, we offered a rent deferral program, waived late fees and RV cancellation fees, allowed extended stays for Thousand Trails members as a result of shelter-in-place orders and suspended eviction proceedings. Most of these measures were discontinued during the third quarter of 2020 as certain COVID-19 restrictions were lifted with the exception of eviction moratorium, which continues to be in place into 2021 pursuant to CDC orders and state and local moratoria restrictions. We also resumed mailing 2020 MH rent increase notices in June 2020 that were temporarily suspended. As of January 22, 2021, we sent 2021 rent increase notices to 60% of our MH residents and we set RV annual rates for the 2021 season for 100% of our annual sites.
In response to COVID-19, we introduced an emergency time-off program for our property employees that provides incremental pay for up to two weeks and rewarded them with additional personal days. In addition, we also provided a one-time property employee appreciation bonus of $0.9 million during the quarter ended June 30, 2020. To further support the safety of our property employees and customers, we launched a new online check-in option for our RV guests. Employees in our corporate and regional offices are both returning to their work locations and working remotely. We are continuing to keep our focus on employee safety and our ability to adapt to changing demands and local, federal and CDC guidelines.
The primary financial statement impact from the COVID-19 pandemic has been a reduction of transient RV rental income. During the year ended December 31, 2020, we recognized $53.0 million of transient RV rental income in our Core Portfolio, a decrease of $4.6 million, or 8.0%, compared to $57.6 million for the same period in 2019. Transient RV rental income was trending favorably in January and February prior to the outbreak of COVID-19. Between March and July, transient RV rental income declined compared to the same period in 2019, primarily resulting from cancellations, declines in RV reservations and temporary site closures due to COVID-19 restrictions. As restrictions were eased between August and December, the demand for RV sites was strong resulting in an increase in transient income compared to the same period in 2019, particularly in the months of September and October. To a lesser extent, the travel restrictions resulting from COVID-19, particularly the closure of the Canadian border, also led to a reduction of seasonal RV rental income. During the year ended December 31, 2020, we recognized $39.8 million of seasonal RV rental income in our Core Portfolio, a decrease of $1.5 million, or 3.7%, compared to $41.3 million for the same period in 2019.
TTC membership sales continued to see positive demand as COVID-19 restrictions were lifted. For the year ended December 31, 2020, TTC sales volume increased 6.9% compared to the same period in 2019, and our RV Dealer activations increased 5.9% compared to the same period in 2019. Upgrade sales volume increased 15.6% compared to 2019, with approximately 3,400 membership upgrades sold during the year ended December 31, 2020.
We continue to closely monitor cash collections as a leading indicator of the performance of our business. We have not experienced a significant change in the overall collection rates from our customers for the year ended December 31, 2020, as compared to previous years. As of January 22, 2021, the total collection rates from our MH and RV Annuals for the quarter ended December 31, 2020 were 98% and 99%, respectively. We continue to follow various state and local guidelines related to rent collections and eviction proceedings.
We attribute the solid performance of our business, as shown by our cash collection activity and increases in home sales and occupancy, to the fundamentals of our business model. Our residents and customers have made an investment in a housing unit that is placed on land leased from us. In addition, there is continued demand for our properties. The property locations and the lifestyle we offer have broad appeal to customers interested in enjoying an outdoor experience. We believe this is particularly relevant in a COVID-19 impacted environment. We intend to continue to monitor the rapidly evolving situation and we may take further actions that alter our business operations as may be required and that are in the best interests of our employees, residents, customers and shareholders.
42
Management's Discussion and Analysis (continued)
Results Overview
For the year ended December 31, 2019,2020, net income available for Common Stockholders increased $66.5decreased $50.8 million, or $0.35$0.29 per fully diluted Common Share, to $228.3 million, or $1.25 per fully diluted Common Share, compared to $279.1 million, or $1.54 per fully diluted Common Share, for the same period in 2019. The financial results for 2019 included a gain of $52.5 million on the sale of five all-age MH communities. For the year ended December 31, 2020, FFO available for Common Stock and OP Unit holders increased $0.4 million, to $406.4 million, or $2.11 per fully diluted Common Share, compared to $212.6$406.0 million, or $1.19$2.11 per fully diluted Common Share, for the same period in 2018.2019. For the year ended December 31, 2019, FFO available for Common Stock and OP Unit holders increased $34.0 million, or $0.15 per fully diluted Common Share, to $406.0 million, or $2.11 per fully diluted Common Share, compared to $372.0 million, or $1.96 per fully diluted Common Share, for the same period in 2018. For the year ended December 31, 2019,2020, Normalized FFO available for Common Stock and OP Unit holders increased $33.9$16.9 million, or $0.15$0.08 per fully diluted Common Share, to $418.7 million, or $2.17 per fully diluted Common Share, compared to $401.8 million, or $2.09 per fully diluted Common Share, compared to $367.9 million, or $1.94 per fully diluted Common Share, for the same period in 2018.2019.
Our Core Portfolio could change from time-to-time depending on acquisitions, dispositions and significant transactions or unique situations. Our Core Portfolio in 20192020 and 20182019 includes all Properties acquired prior to December 31, 20172018 that we have owned and operated continuously since January 1, 2018. During 2018, operations at our two Florida Keys RV Properties - Fiesta Key and Sunshine Key - were interrupted and have been designated as Non-Core Properties. As a result, these two Florida Keys RV Properties were presented as Non-Core Properties for all comparable years 2019 and 2018.
2019. For the year ended December 31, 2019,2020, property operating revenues in our Core Portfolio, excluding deferrals, increased 4.7%3.9% and property operating expenses in our Core Portfolio, excluding deferrals and property management, increased 4.4%5.3%, from the year ended December 31, 2018,2019, resulting in an increase in income from property operations, excluding deferrals and property management, of 5.0%2.9%.
While we continue to focus on increasing the number of manufactured homeowners in our Core Portfolio, we also believe renting our vacant homes may representrepresents an attractive source of occupancy and an opportunity to potentially convert the renter to a new homebuyer in the future. We continue to expect there to be fluctuations in the sources of occupancy gains depending on local market conditions, availability of vacant sites and success with converting renters to homeowners. Our Core Portfolio average occupancy, including both homeowners and renters, in our MH communities was 95.4%95.2% for the year ended December 31, 2019,2020, compared to 95.0%95.1% for the same period in 2018.2019. For the year ended December 31, 2019,2020, our Core Portfolio occupancy increased by 401293 sites with an increase in homeowner occupancy of 387345 sites. In addition to higher occupancy, we have experienced rental rate increases during the year ended December 31, 2019,2020, contributing to a growth of 4.7%4.1% in MH rental income compared to the same period in 2018.2019.
We continue to experience strong performance in our membership base within our Thousand Trails portfolio. For the year ended December 31, 2020, annual membership subscriptions revenue increased 4.1% over the same period in 2019. We sold 19,26720,587 TTC memberships and 2,919during the year ended December 31, 2020, representing a 6.9% increase in sales volume compared to the same period in 2019. For the year ended December 31, 2020, membership upgradesupgrade sales increased $2.6 million compared to the same period in 2019, driven by approximately 3,400 membership upgrade sales during the year ended December 31, 2020, representing an increase of 15.6% in sales volume. In addition, we activated 23,542 TTC memberships through our RV dealer program for the year ended December 31, 2019, an increase in membership subscriptions and upgrade revenues of 6.8% and 25.8%, respectively, over the same period in 2018. In addition, we activated approximately 22,217 TTC memberships through our RV dealer program.2020.
The following table provides additional details regarding our TTC memberships for the past five years:
| 2020 | 2019 | 2018 | 2017 | 2016 | ||||||||||||||||||||||||||||
| TTC Origination | 44,129 | 41,484 | 37,528 | 31,618 | 29,576 | |||||||||||||||||||||||||||
| TTC Sales | 20,587 | 19,267 | 17,194 | 14,128 | 12,856 | |||||||||||||||||||||||||||
| RV Dealer TTC Activations | 23,542 | 22,217 | 20,334 | 17,490 | 16,720 | |||||||||||||||||||||||||||
| 2019 | 2018 | 2017 | 2016 | 2015 | |||||||||||
| TTC Origination | 41,484 | 37,528 | 31,618 | 29,576 | 25,544 | ||||||||||
| TTC Sales | 19,267 | 17,194 | 14,128 | 12,856 | 11,877 | ||||||||||
| RV Dealer TTC Activations | 22,217 | 20,334 | 17,490 | 16,720 | 13,667 | ||||||||||
We continue to build on our successful multi-channel marketing campaigns, incorporating social media and advanced marketing analytics. In 2019,2020, we increased our social media fan base to over 650,000.750,000. Our customers are increasingly choosing self-service options to complete their transactions with us. Our Core RV transient revenue booked through our website increased 20%46.8% and our online sales of TTC memberships increased 27.1%32.1% compared to the year ended December 31, 2018.2019.
Demand for our homes and communities remains strong as evidenced by factors including our high occupancy levels. We closed 644 new home sales during the year ended December 31, 2020 compared to 496 new home sales during the year ended December 31, 2019 compared to 556 new home sales during the year ended December 31, 2018.2019. The declineincreases in new home sales was primarily due to certain areasfavorable housing trends and timing of our portfolio reaching historically high occupancy levels. We continue to believe renting our vacant homes represents an attractive sourcethe availability of occupancyhome inventory ready for sale.
43
Management's Discussion and an opportunity to convert the renter to a homebuyer in the future.Analysis (continued)
As of December 31, 2019,2020, we had 3,9663,924 occupied rental homes in our Core MH communities, including 289298 homes rented through our EchoECHO JV. Our Core Portfolio income from rental operations, net of depreciation, was $29.9$31.0 million for the year ended December 31, 20192020 and $28.3$29.8 million for the year ended December 31, 2018.2019. Approximately $31.2$31.4 million and $30.8$31.2 million of rental operations revenue related to Site rental was included in MH base rental income in our Core Portfolio for the years ended December 31, 20192020 and 2018,December 31, 2019, respectively.
Our gross investment in real estate increased $469.5$417.4 million to $6,160.4 million as of December 31, 2020 from $5,743.0 million as of December 31, 2019, from $5,273.5 million as of December 31, 2018, primarily due to new acquisitions as well as capital improvements during the year ended December 31, 2019.
Property Acquisitions/Dispositions and Joint Ventures
The following chart lists the Properties acquired or sold from January 1, 20182019 through December 31, 20192020 and Sites added through expansion opportunities at our existing Properties.
| Location | Type of Property | Transaction Date | Sites | |||||||||||||||||||||||
Total Sites as of January 1, | ||||||||||||||||||||||||||
| Acquisition Properties: | ||||||||||||||||||||||||||
| Drummer Boy Camping Resort | Gettysburg, Pennsylvania | RV | March 25, 2019 | 465 | ||||||||||||||||||||||
| Lake of the Woods Campground | Wautoma, Wisconsin | RV | March 25, 2019 | 303 | ||||||||||||||||||||||
| Round Top RV Campground | Gettysburg, Pennsylvania | RV | April 10, 2019 | 391 | ||||||||||||||||||||||
| White Oak Shores Camping and RV Resort | Stella, North Carolina | RV | May 29, 2019 | 455 | ||||||||||||||||||||||
| Marina Dunes RV Park | Marina, California | RV | October 15, 2020 | 96 | ||||||||||||||||||||||
| Acorn Campground | Green Creek, New Jersey | RV | October 16, 2020 | 323 | ||||||||||||||||||||||
| Dolce Vita at Superstition Mountain | Apache Junction, Arizona | MH | December 8, 2020 | 484 | ||||||||||||||||||||||
| Leisure World RV Resort | Weslaco, Texas | RV | December 9, 2020 | 333 | ||||||||||||||||||||||
| Trails End RV Resort | Weslaco, Texas | RV | December 9, 2020 | 362 | ||||||||||||||||||||||
| Meridian RV Resort | Apache Junction, Arizona | RV | December 14, 2020 | 264 | ||||||||||||||||||||||
| Harbor Point RV Community | Sneads Ferry, North Carolina | RV | December 16, 2020 | 203 | ||||||||||||||||||||||
| Topsail Sound RV Park | Holly Ridge, North Carolina | RV | December 17, 2020 | 230 | ||||||||||||||||||||||
| Marker 1 Marina | Dunedin, Florida | Marina | December 30, 2020 | 477 | ||||||||||||||||||||||
| Expansion Site Development: | ||||||||||||||||||||||||||
| Sites added (reconfigured) in 2019 | 891 | |||||||||||||||||||||||||
Sites added (reconfigured) in 2020 (3) | 1,202 | |||||||||||||||||||||||||
| Dispositions: | ||||||||||||||||||||||||||
| Hoosier Estates | Lebanon, Indiana | MH | January 23, 2019 | |||||||||||||||||||||||
| Lake in the Hills | Auburn Hills, Michigan | MH | January 23, 2019 | |||||||||||||||||||||||
| North Glen Village | Westfield, Indiana | MH | January 23, 2019 | |||||||||||||||||||||||
| Oak Tree Village | Portage, Indiana | MH | January 23, 2019 | |||||||||||||||||||||||
| Swan Creek | Ypsilanti, Michigan | MH | January 23, 2019 | |||||||||||||||||||||||
Total Sites as of December 31, | ||||||||||||||||||||||||||
_____________________
(1) Includes the marina slips from the acquisition of the remaining interest in our joint venture investment of 11 marinas in Florida. |
(2) Sites are approximate.
(3) Includes 144 Sites added to our Non-Core Portfolio.
44
Management's Discussion and Analysis (continued)
Markets
The following table identifies our largest markets by number of Sites and provides information regarding our Properties (excluding six Properties owned through our Joint Ventures).
| Major Market | Total Sites | Number of Properties | Percent of Total Sites | Percent of Total Property Operating Revenue (1) | Major Market | Total Sites | Number of Properties | Percent of Total Sites | Percent of Total Property Operating Revenue (1) | |||||||||||||||||||||||||||||
| Florida | 59,537 | 141 | 38.9 | % | 43.5 | % | Florida | 60,670 | 142 | 38.7 | % | 44.3 | % | |||||||||||||||||||||||||
| Northeast | 20,307 | 55 | 13.3 | % | 11.3 | % | Northeast | 20,720 | 56 | 13.2 | % | 11.0 | % | |||||||||||||||||||||||||
| Arizona | 16,363 | 40 | 10.7 | % | 9.5 | % | Arizona | 17,313 | 42 | 11.0 | % | 9.5 | % | |||||||||||||||||||||||||
| California | 13,681 | 48 | 8.9 | % | 13.3 | % | California | 13,777 | 49 | 8.8 | % | 12.9 | % | |||||||||||||||||||||||||
| Midwest | 11,227 | 30 | 7.3 | % | 5.7 | % | Midwest | 11,316 | 30 | 7.2 | % | 5.5 | % | |||||||||||||||||||||||||
| Southeast | 9,740 | 27 | 6.4 | % | 4.6 | % | Southeast | 10,229 | 29 | 6.5 | % | 4.8 | % | |||||||||||||||||||||||||
| Texas | 9,195 | 17 | 6.0 | % | 2.8 | % | Texas | 9,890 | 19 | 6.3 | % | 2.9 | % | |||||||||||||||||||||||||
| Northwest | 6,131 | 25 | 4.0 | % | 3.4 | % | Northwest | 6,242 | 25 | 4.0 | % | 3.2 | % | |||||||||||||||||||||||||
| Colorado | 3,445 | 10 | 2.3 | % | 3.4 | % | Colorado | 3,445 | 10 | 2.2 | % | 3.4 | % | |||||||||||||||||||||||||
| Other | 3,288 | 14 | 2.2 | % | 2.5 | % | Other | 3,288 | 14 | 2.1 | % | 2.5 | % | |||||||||||||||||||||||||
| Total | 152,914 | 407 | 100.0 | % | 100.0 | % | Total | 156,890 | 416 | 100.0 | % | 100.0 | % | |||||||||||||||||||||||||
_____________________
(1)Excludes the impact of GAAP deferrals of membership upgrade sales upfront payments and membership sales commissions as well as approximately $9.3 million of property operating revenue not allocated to Properties, which consists primarily of membership upgrade sales. |
Qualification as a REIT
Commencing with our taxable year ended December 31, 1993, we have elected to be taxed as a REIT for U.S. federal income tax purposes. We believe we have met the requirements and have qualified for taxation as a REIT, and we plan to continue to meet these requirements. The requirements for qualification as a REIT are highly technical and complex, as they pertain to the ownership of our outstanding stock, the nature of our assets, the sources of our income and the amount of our distributions to our stockholders. Examples include that at least 95% of our gross income must come from sources that are itemized in the REIT tax laws and at least 90% of our REIT taxable income, computed without regard to our deduction for dividends paid and our net capital gain, must be distributed to stockholders annually. If we fail to qualify as a REIT and are unable to correct such failure, we would be subject to U.S. federal income tax at regular corporate rates. Additionally, we could remain disqualified as a REIT for four years following the year we first failed to qualify. Even if we qualify for taxation as a REIT, we are subject to certain foreign, state and local taxes on our income and property and U.S. federal income and excise taxes on our undistributed income.
Non-GAAP Financial Measures
Management's discussion and analysis of financial condition and results of operations include certain Non-GAAP financial measures that in management's view of the business are meaningful as they allow investors the ability to understand key operating details of our business both with and without regard to certain accounting conventions or items that may not always be indicative of recurring annual cash flowsflow of the portfolio. These Non-GAAP financial measures as determined and presented by us may not be comparable to similarly titled measures reported by other companies, and include income from property operations and Core Portfolio, FFO, Normalized FFO and income from rental operations, net of depreciation.
We believe investors should review incomeIncome from property operations and Core Portfolio, FFO, Normalized FFO and incomeIncome from rental operations, net of depreciation, along with GAAP net income and cash flows from operating activities, investing activities and financing activities, when evaluating an equity REIT's operating performance. A discussion of incomeIncome from property operations and Core Portfolio, FFO, Normalized FFO and Income from rental operations, net of depreciation, and a reconciliation to net income, are included below.
Income from Property Operations and Core Portfolio
We use income from property operations, income from property operations, excluding deferrals and property management, and Core Portfolio income from property operations, excluding deferrals and property management, as alternative measures to evaluate the operating results of our Properties. Income from property operations represents rental income, membership subscriptions and upgrade sales, utility and other income less property and rental home operating and maintenance expenses, real estate taxes, sales and marketing expenses and property management expenses. Income from property operations, excluding deferrals and property management, represents income from property operations excluding property management
45
Management's Discussion and Analysis (continued)
expenses and the impact of the GAAP deferrals of membership upgrade sales upfront payments and membership sales commissions, net. For comparative purposes, we present bad debt expense within Property operating, maintenance and real estate taxes in the current and prior periods.
Our Core Portfolio consists of our Properties owned and operated since January 1, 2018.during all of 2019 and 2020. Core Portfolio income from property operations, excluding deferrals and property management, is useful to investors for annual comparison as it removes the fluctuations associated with acquisitions, dispositions and significant transactions or unique situations. Our Non-Core Portfolio includes all Properties that were not owned and operated during all of 20182019 and 2020. This includes, but is not limited to, four properties and the marinas acquired and five properties sold during 2019 including Fiesta Key and Sunshine Key RV communities.
Funds from Operations ("FFO") and Normalized Funds from Operations ("Normalized FFO")
We define FFO as net income, computed in accordance with GAAP, excluding gains or losses from sales of properties, depreciation and amortization related to real estate, impairment charges and adjustments to reflect our share of FFO of unconsolidated joint ventures. Adjustments for unconsolidated joint ventures are calculated to reflect FFO on the same basis. We compute FFO in accordance with our interpretation of standards established by the National Association of Real Estate Investment Trusts (“NAREIT”), which may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or that interpret the current NAREIT definition differently than we do. We receive non-refundable upfront payments from membership upgrade contracts. In accordance with GAAP, the non-refundable upfront payments and related commissions are deferred and amortized over the estimated membership upgrade contract term. Although the NAREIT definition of FFO does not address the treatment of non-refundable upfront payments, we believe that it is appropriate to adjust for the impact of the deferral activity in our calculation of FFO.
We define Normalized FFO as FFO excluding the following non-operating income and expense items: a)items such as gains and losses from early debt extinguishment, including prepayment penalties and defeasance costs, and b) other miscellaneous non-comparable items. Normalized FFO presented herein is not necessarily comparable to Normalized FFO presented by other real estate companies due to the fact that not all real estate companies use the same methodology for computing this amount.
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 gains or losses from sales of properties, depreciation and amortization related to real estate and impairment charges, 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 normal operations. For example, we believe that excluding the early extinguishment of debt and other miscellaneous non-comparable items from FFO allows investors, analysts and our management to assess the sustainability of operating performance in future periods because these costs do not affect the future operations of the properties. In some cases, we provide information about identified non-cash components of FFO and Normalized FFO because it allows investors, analysts and our management to assess the impact of those items.
Income from Rental Operations, Net of Depreciation
We use income from rental operations, net of depreciation as an alternative measure to evaluate the operating results of our home rental program. Income from rental operations, net of depreciation represents income from rental operations less depreciation expense on rental homes. We believe this measure is meaningful for investors as it provides a complete picture of the home rental program operating results including the impact of depreciation which affects our home rental program investment decisions.
Our definitions and calculations of these Non-GAAP financial and operating measures and other terms may differ from the definitions and methodologies used by other REITs and, accordingly, may not be comparable. These Non-GAAP financial and operating measures do not represent cash generated from operating activities in accordance with GAAP, nor do they represent cash available to pay distributions and should not be considered as an alternative to net income, determined in accordance with GAAP, as an indication of our financial performance, or to cash flows 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.
46
Management's Discussion and Analysis (continued)
The following table reconciles net income available for Common Stockholders to income from property operations for the years ended December 31, 2020, 2019 2018 and 2017:2018:
| Total Portfolio | Total Portfolio | |||||||||||||||||||||||||||||||
| (amounts in thousands) | 2019 | 2018 | 2017 | (amounts in thousands) | 2020 | 2019 | 2018 | |||||||||||||||||||||||||
| Computation of Income from Property Operations: | Computation of Income from Property Operations: | |||||||||||||||||||||||||||||||
| Net income available for Common Stockholders | $ | 279,123 | $ | 212,596 | $ | 189,904 | Net income available for Common Stockholders | $ | 228,268 | $ | 279,123 | $ | 212,596 | |||||||||||||||||||
| Redeemable preferred stock dividends | 16 | 16 | 7,685 | Redeemable preferred stock dividends | 16 | 16 | 16 | |||||||||||||||||||||||||
| Income allocated to non-controlling interests – Common OP Units | 16,783 | 13,774 | 12,788 | Income allocated to non-controlling interests – Common OP Units | 13,132 | 16,783 | 13,774 | |||||||||||||||||||||||||
| Equity in income of unconsolidated joint ventures | (8,755 | ) | (4,939 | ) | (3,765 | ) | Equity in income of unconsolidated joint ventures | (5,399) | (8,755) | (4,939) | ||||||||||||||||||||||
| Income before equity in income of unconsolidated joint ventures | 287,167 | 221,447 | 206,612 | Income before equity in income of unconsolidated joint ventures | 236,017 | 287,167 | 221,447 | |||||||||||||||||||||||||
| Gain on sale of real estate, net | (52,507 | ) | — | — | Gain on sale of real estate, net | — | (52,507) | — | ||||||||||||||||||||||||
| Total other expenses, net | 279,633 | 264,073 | 246,551 | Total other expenses, net | 299,351 | 279,633 | 264,073 | |||||||||||||||||||||||||
| Income from home sales operations and other | 1,349 | 1,922 | 599 | |||||||||||||||||||||||||||||
| Loss from home sales operations and other | Loss from home sales operations and other | 3,046 | 1,349 | 1,922 | ||||||||||||||||||||||||||||
| Income from property operations | $ | 515,642 | $ | 487,442 | $ | 453,762 | Income from property operations | $ | 538,414 | $ | 515,642 | $ | 487,442 | |||||||||||||||||||
The following table presents a calculation of FFO available for Common Stock and OP Unitholders and Normalized FFO available for Common Stock and OP Unitholders for the years ended December 31, 2020, 2019 2018 and 2017:2018:
| (amounts in thousands) | 2020 | 2019 | 2018 | ||||||||||||||
| Computation of FFO and Normalized FFO: | |||||||||||||||||
| Net income available for Common Stockholders | $ | 228,268 | $ | 279,123 | $ | 212,596 | |||||||||||
| Income allocated to non-controlling interests – Common OP Units | 13,132 | 16,783 | 13,774 | ||||||||||||||
| Membership upgrade sales upfront payments, deferred, net | 12,062 | 10,451 | 7,380 | ||||||||||||||
| Membership sales commissions, deferred, net | (1,660) | (1,219) | (813) | ||||||||||||||
| Depreciation and amortization | 155,131 | 152,110 | 137,209 | ||||||||||||||
| Depreciation on unconsolidated joint ventures | 727 | 1,223 | 1,816 | ||||||||||||||
| Gain on unconsolidated joint ventures | (1,229) | — | — | ||||||||||||||
| Gain on sale of real estate, net | — | (52,507) | — | ||||||||||||||
| FFO available for Common Stock and OP Unit holders | 406,431 | 405,964 | 371,962 | ||||||||||||||
| Early debt retirement | 10,786 | 2,085 | 1,071 | ||||||||||||||
Insurance proceeds due to catastrophic weather event and other, net (1) | — | (6,205) | (5,125) | ||||||||||||||
COVID-19 expenses (2) | 1,446 | — | — | ||||||||||||||
| Normalized FFO available for Common Stock and OP Unit holders | $ | 418,663 | $ | 401,844 | $ | 367,908 | |||||||||||
| Weighted average Common Shares outstanding—Fully Diluted | 192,555 | 191,995 | 190,110 | ||||||||||||||
(1)Represents insurance recovery revenue from reimbursement of capital expenditures related to Hurricane Irma. Additionally, there was $1.6 million related to the settlement of a previously disclosed civil investigation by certain California district attorneys for the year ended December 31, 2018.
(2)Includes expenses incurred related to the development and implementation of CDC and public health guidelines for social distancing and enhanced cleaning, property employee appreciation bonuses and emergency time-off pay. These COVID-19 expenses are considered incremental to our normal operations and are nonrecurring. As such, they have been excluded from the calculation of Normalized FFO.
47
| (amounts in thousands) | 2019 | 2018 | 2017 | ||||||||
| Computation of FFO and Normalized FFO: | |||||||||||
| Net income available for Common Stockholders | $ | 279,123 | $ | 212,596 | $ | 189,904 | |||||
| Income allocated to non-controlling interests – Common OP Units | 16,783 | 13,774 | 12,788 | ||||||||
Membership upgrade sales upfront payments, deferred, net (1) | 10,451 | 7,380 | 4,108 | ||||||||
| Membership sales commissions, deferred, net | (1,219 | ) | (813 | ) | (354 | ) | |||||
| Depreciation and amortization | 152,110 | 137,209 | 123,686 | ||||||||
| Depreciation on unconsolidated joint ventures | 1,223 | 1,816 | 1,533 | ||||||||
| Gain on sale of real estate, net | (52,507 | ) | — | — | |||||||
| FFO available for Common Stock and OP Unit holders | 405,964 | 371,962 | 331,665 | ||||||||
Insurance proceeds due to catastrophic weather event and other, net (2) | (6,205 | ) | (5,125 | ) | 757 | ||||||
| Early debt retirement | 2,085 | 1,071 | 2,785 | ||||||||
Transaction costs (3) | — | — | 724 | ||||||||
| Normalized FFO available for Common Stock and OP Unit holders | $ | 401,844 | $ | 367,908 | $ | 335,931 | |||||
| Weighted average Common Shares outstanding—Fully Diluted | 191,995 | 190,110 | 186,850 | ||||||||
Management's Discussion and Analysis (continued)
Results of Operations
This section discusses the comparison of our results of operations for the years ended December 31, 20192020 and December 31, 2018.2019. For the comparison of our results of operations for the years ended December 31, 20182019 and December 31, 20172018 and discussion of our operating activities, investing activities and financing activities for these years, refer to Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations of the Annual Report on Form 10-K for the fiscal year ended December 31, 2018,2019, filed with the SEC on February 26, 2019.24, 2020.
Income from Property Operations
The following table summarizes certain financial and statistical data for our Core Portfolio and total portfolio.portfolio:
| Core Portfolio | Total Portfolio | Core Portfolio | Total Portfolio | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (amounts in thousands) | 2019 | 2018 | Variance | % Change | 2019 | 2018 | Variance | % Change | (amounts in thousands) | 2020 | 2019 | Variance | % Change | 2020 | 2019 | Variance | % Change | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| MH base rental income | $ | 531,895 | $ | 505,278 | $ | 26,617 | 5.3 | % | $ | 547,633 | $ | 518,252 | $ | 29,381 | 5.7 | % | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Rental home income | 14,816 | 13,137 | 1,679 | 12.8 | % | 14,934 | 14,329 | 605 | 4.2 | % | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
RV and marina base rental income (1) | 243,888 | 233,348 | 10,540 | 4.5 | % | 269,909 | 239,906 | 30,003 | 12.5 | % | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
MH base rental income (1) | MH base rental income (1) | $ | 572,222 | $ | 547,188 | $ | 25,034 | 4.6 | % | $ | 572,673 | $ | 547,633 | $ | 25,040 | 4.6 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Rental home income (1) | Rental home income (1) | 16,427 | 14,840 | 1,587 | 10.7 | % | 16,438 | 14,934 | 1,504 | 10.1 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
RV and marina base rental income (1)(2) | RV and marina base rental income (1)(2) | 263,147 | 260,238 | 2,909 | 1.1 | % | 287,835 | 269,909 | 17,926 | 6.6 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Annual membership subscriptions | 50,978 | 47,769 | 3,209 | 6.7 | % | 51,015 | 47,778 | 3,237 | 6.8 | % | Annual membership subscriptions | 53,033 | 51,015 | 2,018 | 4.0 | % | 53,085 | 51,015 | 2,070 | 4.1 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Membership upgrades sales current period, gross | 19,111 | 15,191 | 3,920 | 25.8 | % | 19,111 | 15,191 | 3,920 | 25.8 | % | Membership upgrades sales current period, gross | 21,739 | 19,111 | 2,628 | 13.8 | % | 21,739 | 19,111 | 2,628 | 13.8 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Utility and other income | 90,546 | 93,541 | (2,995 | ) | (3.2 | )% | 93,987 | 100,562 | (6,575 | ) | (6.5 | )% | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Utility and other income (1) | Utility and other income (1) | 97,284 | 92,846 | 4,438 | 4.8 | % | 99,702 | 93,987 | 5,715 | 6.1 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Property operating revenues, excluding deferrals | 951,234 | 908,264 | 42,970 | 4.7 | % | 996,589 | 936,018 | 60,571 | 6.5 | % | Property operating revenues, excluding deferrals | 1,023,852 | 985,238 | 38,614 | 3.9 | % | 1,051,472 | 996,589 | 54,883 | 5.5 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Property operating and maintenance | 314,208 | 304,070 | 10,138 | 3.3 | % | 331,682 | 313,003 | 18,679 | 6.0 | % | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Property operating and maintenance (1)(3) | Property operating and maintenance (1)(3) | 344,678 | 327,099 | 17,579 | 5.4 | % | 355,291 | 331,682 | 23,609 | 7.1 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Real estate taxes | 58,664 | 54,281 | 4,383 | 8.1 | % | 62,338 | 55,892 | 6,446 | 11.5 | % | Real estate taxes | 63,524 | 61,498 | 2,026 | 3.3 | % | 66,120 | 62,338 | 3,782 | 6.1 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Rental home operating and maintenance | 5,562 | 6,463 | (901 | ) | (13.9 | )% | 5,603 | 6,836 | (1,233 | ) | (18.0 | )% | Rental home operating and maintenance | 5,929 | 5,576 | 353 | 6.3 | % | 5,946 | 5,603 | 343 | 6.1 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Sales and marketing, gross | 15,583 | 12,542 | 3,041 | 24.2 | % | 15,583 | 12,542 | 3,041 | 24.2 | % | Sales and marketing, gross | 17,331 | 15,580 | 1,751 | 11.2 | % | 17,332 | 15,583 | 1,749 | 11.2 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Property operating expenses, excluding deferrals and property management | 394,017 | 377,356 | 16,661 | 4.4 | % | 415,206 | 388,273 | 26,933 | 6.9 | % | Property operating expenses, excluding deferrals and property management | 431,462 | 409,753 | 21,709 | 5.3 | % | 444,689 | 415,206 | 29,483 | 7.1 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Income from property operations, excluding deferrals and property management (2) | 557,217 | 530,908 | 26,309 | 5.0 | % | 581,383 | 547,745 | 33,638 | 6.1 | % | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Income from property operations, excluding deferrals and property management (4) | Income from property operations, excluding deferrals and property management (4) | 592,390 | 575,485 | 16,905 | 2.9 | % | 606,783 | 581,383 | 25,400 | 4.4 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Property management | 56,509 | 53,736 | 2,773 | 5.2 | % | 56,509 | 53,736 | 2,773 | 5.2 | % | Property management | 57,967 | 56,509 | 1,458 | 2.6 | % | 57,967 | 56,509 | 1,458 | 2.6 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Income from property operations, excluding deferrals (2) | 500,708 | 477,172 | 23,536 | 4.9 | % | 524,874 | 494,009 | 30,865 | 6.2 | % | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Income from property operations, excluding deferrals (4) | Income from property operations, excluding deferrals (4) | 534,423 | 518,976 | 15,447 | 3.0 | % | 548,816 | 524,874 | 23,942 | 4.6 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Membership upgrade sales upfront payments and membership sales commission, deferred, net | 9,232 | 6,567 | 2,665 | 40.6 | % | 9,232 | 6,567 | 2,665 | 40.6 | % | Membership upgrade sales upfront payments and membership sales commission, deferred, net | 10,402 | 9,232 | 1,170 | 12.7 | % | 10,402 | 9,232 | 1,170 | 12.7 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Income from property operations (2) | $ | 491,476 | $ | 470,605 | $ | 20,871 | 4.4 | % | $ | 515,642 | $ | 487,442 | $ | 28,200 | 5.8 | % | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Income from property operations (4) | Income from property operations (4) | $ | 524,021 | $ | 509,744 | $ | 14,277 | 2.8 | % | $ | 538,414 | $ | 515,642 | $ | 22,772 | 4.4 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
_____________________
(1) Rental income consists of the following total portfolio income items in this table: 1) MH base rental income, 2) Rental home income, 3) RV and marina base rental income and 4) Utility income, which is calculated by subtracting Other income on the Consolidated Statements of Income and Comprehensive Income from Utility and other income in this table. The difference between the sum of the total portfolio income items and Rental income on the Consolidated Statements of Income and Comprehensive Income is bad debt expense, which is presented in Property operating and maintenance expense in this table. (2) Marina rental income has been included in our Non-Core Portfolio since the acquisition of the remaining interest in a joint venture investment of 11 marinas in Florida occurred on September 10, 2019. (3) Includes bad debt expense for all periods presented. (4) See Non-GAAP Financial Measures section of the Management Discussion and Analysis for definitions and reconciliations of these Non-GAAP measures to Net Income available for Common Shareholders. |
Total portfolio income from property operations for 20192020 increased $28.2$22.8 million, or 5.8%4.4%, from 2018,2019, driven by an increase of $20.9$14.3 million, or 4.4%2.8%, from our Core Portfolio and an increase of $7.3$8.5 million from our Non-Core Portfolio. The increase in income from property operations from our Core Portfolio was primarily due to an increase inresulting from higher MH base rental income and RV base rental income, partially offset by an increase in property operating expenses.income. The increase in income from property operations from our Non-CoreNone-Core Portfolio was driven by $12.8 millionattributed to income from our acquisition properties. This was partially offset by a decrease of $5.5 million from the sale of five all-age MH communities located in Indianaproperties acquired throughout 2019 and Michigan during the first quarter of 2019.2020.
Property Operating Revenues
MH base rental income in our Core Portfolio for 20192020 increased $26.6$25.0 million, or 5.3%4.6%, from 2018,2019, which reflects 4.7%4.1% growth from rate increases and 0.6%0.5% growth from occupancy gains. The average monthly base rental income per Site in our Core portfolio increased to approximately $667$695 in 20192020 from approximately $638$668 in 2018.2019. The average occupancy in our Core Portfolio increased to 95.4%95.2% in 20192020 from 95.0%95.1% in 2018.
RV base rental income in our Core Portfolio for 20192020 increased $10.5$2.9 million, or 4.5%1.1%, from 2018,2019. The increase was primarily due to increasedhigher annual rental rates. Resortincome, driven by growth from rate increases, partially offset by decreases in seasonal and
48
Management's Discussion and Analysis (continued)
transient rental income. Seasonal rental income decreased mostly during the fourth quarter of 2020, driven by the closure of the Canadian border due to COVID-19. The decline in transient RV rental income was primarily due to cancellations, declines in RV reservations and temporary site closures during the second quarter of 2020 as a result of shelter-in-place orders. RV and marina base rental income wasis comprised of the following:
| Core Portfolio | Total Portfolio | Core Portfolio | Total Portfolio | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (amounts in thousands) | 2019 | 2018 | Variance | % Change | 2019 | 2018 | Variance | % Change | (amounts in thousands) | 2020 | 2019 | Variance | % Change | 2020 | 2019 | Variance | % Change | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Annual | $ | 154,354 | $ | 145,649 | $ | 8,705 | 6.0 | % | $ | 168,976 | $ | 148,095 | $ | 20,881 | 14.1 | % | Annual | $ | 170,397 | $ | 161,364 | $ | 9,033 | 5.6 | % | $ | 192,237 | $ | 168,976 | $ | 23,261 | 13.8 | % | |||||||||||||||||||||||||||||||||||||||||||
| Seasonal | 37,702 | 36,260 | 1,442 | 4.0 | % | 41,474 | 37,674 | 3,800 | 10.1 | % | Seasonal | 39,765 | 41,295 | (1,530) | (3.7) | % | 39,959 | 41,474 | (1,515) | (3.7) | % | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Transient | 51,832 | 51,439 | 393 | 0.8 | % | 59,459 | 54,137 | 5,322 | 9.8 | % | Transient | 52,985 | 57,579 | (4,594) | (8.0) | % | 55,639 | 59,459 | (3,820) | (6.4) | % | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Resort and marina base rental income (1) | $ | 243,888 | $ | 233,348 | $ | 10,540 | 4.5 | % | $ | 269,909 | $ | 239,906 | $ | 30,003 | 12.5 | % | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
RV and marina base rental income (1) | RV and marina base rental income (1) | $ | 263,147 | $ | 260,238 | $ | 2,909 | 1.1 | % | $ | 287,835 | $ | 269,909 | $ | 17,926 | 6.6 | % | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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(1) Marina rental income has been included in our Non-Core Portfolio following the acquisition of the remaining interest in our joint venture investment of 11 marinas in Florida on September 10, 2019. |
Utility and other income in our Core Portfolio for 2019 decreased $3.02020 increased $4.4 million, or 3.2%4.8%, from 2018,2019. The increase was primarily due to insurance proceeds. Otherhigher pass-through income in 2018 included insurance proceeds of $5.8$3.4 million related to various storm events, including hurricanes and flooding. These werehigher utility income of $2.3 million, partially offset by insurance proceedsa decrease in other property income of $1.4 million related$1.3 million. The increase in pass-through income was driven by increases in real estate taxes in Florida. The decrease in other property income was primarily due to California floods received in 2019suspension of late fees and an increaseRV cancellation fees as a result of $1.8 million in utility income in 2019.COVID-19.
Property Operating Expenses
Property operating expenses, excluding deferrals and property management, in our Core Portfolio for 20192020 increased $16.7$21.7 million, or 4.4%5.3%, from 2018. The increase was2019, primarily due to an increaseincreases in property operating and maintenance expenses of $10.1$17.6 million driven by an increaseand real estate taxes of $2.0 million. Property operating and maintenance expenses were higher in property payroll2020, primarily due to costs associated with electric, sewer and water distribution system repairs of approximately $5.8 million, cleanup expenses following Hurricanes Hanna and Isaias of $3.0 million and costs of $1.0 million for cleaning and safety protocols related to COVID-19. Additionally, bad debt expense was $3.1 million higher as a result of salarydelayed resolution of eviction proceedings due to temporary eviction moratoriums due to COVID-19. Property taxes in 2020 were higher due to real estate tax increases an increase in utility expense of $2.6 million from increased electric and trash expenses and an increase in repairs and maintenance expense of $2.3 million. Higher costs in landscaping, sewer and water systems maintenance and security guard expenses in 2019 were partially offset by Hurricane Irma clean up costs of $2.2 million recorded during the first quarter of 2018.Florida.
Home Sales and Other
The following table summarizes certain financial and statistical data for our Home Sales and Other Operations.Operations:
| (amounts in thousands, except home sales volumes) | 2019 | 2018 | Variance | % Change | (amounts in thousands, except home sales volumes) | 2020 | 2019 | Variance | % Change | ||||||||||||||||||||||||||||
Gross revenue from new home sales (1) | $ | 27,434 | $ | 27,833 | $ | (399 | ) | (1.4 | )% | Gross revenue from new home sales (1) | $ | 40,402 | $ | 27,434 | $ | 12,968 | 47.3 | % | |||||||||||||||||||
Cost of new home sales (1) | 26,381 | 27,220 | (839 | ) | (3.1 | )% | Cost of new home sales (1) | 39,236 | 26,381 | 12,855 | 48.7 | % | |||||||||||||||||||||||||
| Gross profit from new home sales | 1,053 | 613 | 440 | 71.8 | % | Gross profit from new home sales | 1,166 | 1,053 | 113 | 10.7 | % | ||||||||||||||||||||||||||
| Gross revenue from used home sales | 7,221 | 8,231 | (1,010 | ) | (12.3 | )% | Gross revenue from used home sales | 5,293 | 7,221 | (1,928) | (26.7) | % | |||||||||||||||||||||||||
| Cost of used home sales | 8,715 | 10,255 | (1,540 | ) | (15.0 | )% | Cost of used home sales | 6,993 | 8,715 | (1,722) | (19.8) | % | |||||||||||||||||||||||||
| Loss from used home sales | (1,494 | ) | (2,024 | ) | 530 | 26.2 | % | Loss from used home sales | (1,700) | (1,494) | (206) | (13.8) | % | ||||||||||||||||||||||||
| Brokered resale revenue and ancillary services revenue, net | 3,493 | 3,584 | (91 | ) | (2.5 | )% | Brokered resale revenue and ancillary services revenue, net | 2,060 | 3,493 | (1,433) | (41.0) | % | |||||||||||||||||||||||||
| Home selling expenses | 4,401 | 4,095 | 306 | 7.5 | % | Home selling expenses | 4,572 | 4,401 | 171 | 3.9 | % | ||||||||||||||||||||||||||
| Loss from home sales and other operations | $ | (1,349 | ) | $ | (1,922 | ) | $ | 573 | 29.8 | % | Loss from home sales and other operations | $ | (3,046) | $ | (1,349) | $ | (1,697) | (125.8) | % | ||||||||||||||||||
| Home sales volumes: | Home sales volumes: | ||||||||||||||||||||||||||||||||||||
New home sales (2) | 496 | 556 | (60 | ) | (10.8 | )% | New home sales (2) | 644 | 496 | 148 | 29.8 | % | |||||||||||||||||||||||||
| New Home Sales Volume - ECHO JV | 65 | 100 | (35 | ) | (35.0 | )% | New Home Sales Volume - ECHO JV | 51 | 65 | (14) | (21.5) | % | |||||||||||||||||||||||||
| Used home sales | 827 | 1,091 | (264 | ) | (24.2 | )% | Used home sales | 546 | 827 | (281) | (34.0) | % | |||||||||||||||||||||||||
| Brokered home resales | 868 | 852 | 16 | 1.9 | % | Brokered home resales | 580 | 868 | (288) | (33.2) | % | ||||||||||||||||||||||||||