Item 2. Management’s Discussion and Analysis
Item 2. 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 notes thereto included in this Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K for the year ended December 31, 2024 (“2024 Form 10-K”), as well as information in Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our 2024 Form 10-K.
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 of lifestyle-oriented properties (“Properties”) consisting of property operations and home sales and rental operations primarily within manufactured home (“MH”) and recreational vehicle (“RV”) communities and marinas. As of September 30, 2025, we owned or had an ownership interest in a portfolio of 455 Properties located throughout the United States and Canada containing 173,341 individual developed areas (“Sites”). These Properties are located in 35 states and British Columbia.
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 an exceptional experience to our residents and guests that results in delivery of value to stockholders. Our business model is intended to provide an opportunity for increased cash flows and appreciation in value. We seek growth in earnings, Funds from Operations (“FFO”), Normalized Funds from Operations (“Normalized 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 over the long term. It is estimated that approximately 10,000 baby boomers are turning 65 daily through 2030. 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 Z demographic will contribute to our future long-term customer pipeline. After conducting a comprehensive study of RV ownership, according to the Recreational Vehicle Industry Association (“RVIA”), data suggested that RV sales are expected to benefit from an increase in demand from those born in the United States from 1980 to 2003, or Millennials and Generation Z, over the coming years. 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. MH Sites are generally leased on an annual basis to residents who own or lease factory-built homes, including manufactured homes. Annual RV and marina Sites are leased on an annual 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 revenue from seasonal and transient Sites is 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 dry storage. Additionally, we have interests in joint venture Properties for which revenue is classified as Equity in income/(loss) of unconsolidated joint ventures on the Consolidated Statements of Income and Comprehensive Income.
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Management’s Discussion and Analysis (continued)
The following table shows the breakdown of our Sites by type (amounts are approximate):
Total Sites as of September 30, 2025
MH Sites 73,200
RV Sites:
Annual 34,400
Seasonal 11,200
Transient 17,800
Marina Slips 6,900
Membership (1)
26,000
Joint Ventures (2)
3,900
Total (3)
173,300
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(1) Primarily utilized to service approximately 111,900 members. Includes approximately 6,000 Sites rented on an annual basis.
(2) Includes approximately 2,100 annual Sites and 1,800 transient Sites.
(3) Total does not foot due to rounding.
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. Additionally, home sale brokerage services are offered to our residents who may choose to sell their homes 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 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 property management, and (v) Core Portfolio income from property operations, excluding property management (operating results for Properties owned and operated in both periods under comparison). We use these measures internally to evaluate the operating performance of our portfolio 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.
Results Overview
(amounts in thousands) Quarters Ended September 30,
2025 2024 $ Change % Change (1)
Net Income per fully diluted Common Share $ 0.50 $ 0.44 $ 0.06 12.9 %
FFO per fully diluted Common Share and OP Unit $ 0.77 $ 0.72 $ 0.05 6.8 %
Normalized FFO per fully diluted Common Share and OP Unit $ 0.75 $ 0.72 $ 0.03 4.6 %
Nine Months Ended September 30,
2025 2024 $ Change % Change (1)
Net Income per fully diluted Common Share $ 1.49 $ 1.45 $ 0.04 2.5 %
FFO per fully diluted Common Share and OP Unit $ 2.29 $ 2.27 $ 0.02 1.2 %
Normalized FFO per fully diluted Common Share and OP Unit $ 2.27 $ 2.16 $ 0.11 5.4 %
_____________________
1. Calculations prepared using actual results without rounding.
Core property operating revenues increased 3.1% and Core income from property operations, excluding property management, increased 5.3% for the quarter ended September 30, 2025, compared to the quarter ended September 30, 2024.
23
Management’s Discussion and Analysis (continued)
While we continue to focus on increasing the number of manufactured homeowners in our Core Portfolio, we also believe that renting our vacant homes represents 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 includes both homeowners and renters in our MH communities and was 94.3% for the quarter ended September 30, 2025, 95.0% for the quarter ended September 30, 2024 and 94.9% for the quarter ended December 31, 2024. During the quarter ended September 30, 2025, our Core Portfolio occupancy increased by 4 sites, which included an increase in rental occupancy of 86 sites and a decrease in homeowner occupancy of 82 sites compared to June 30, 2025. As of September 30, 2025, we had 2,091 occupied rental homes in our Core MH communities.
RV and marina base rental income in our Core Portfolio decreased 0.4% for the quarter ended September 30, 2025, compared to the same period in 2024, driven primarily by a decrease in Core Seasonal and Transient RV rental income, partially offset by an increase in Core Annual RV rental income. Core Seasonal and Core Transient RV and marina base rental income decreased 14.5% and 8.1%, respectively, for the quarter ended September 30, 2025, compared to the quarter ended September 30, 2024 due to returning competitor supply following a period of weather-related disruption, a moderation in demand, and a loss of Canadian customers in the Northeastern United States that led to fewer seasonal and transient stays. Core RV and marina base rental income from annuals represents 71.0% of total Core RV and marina base rental income and increased 3.9% for the quarter ended September 30, 2025, compared to the quarter ended September 30, 2024, due to a 6.0% increase in rate, offset by a 2.1% decline in occupancy since the quarter ended September 30, 2024. We have increased Core Annual RV occupancy by approximately 475 sites during the quarter ended September 30, 2025.
We closed 119 new home sales during the quarter ended September 30, 2025 compared to 174 new home sales during the quarter ended September 30, 2024. The decrease in new home sales during the quarter ended September 30, 2025 was driven by a moderation in demand, primarily in the Florida market, resulting in fewer homes being sold this quarter as compared to the quarter ended September 30, 2024.
Our gross investment in real estate increased $192.9 million to $8,108.6 million as of September 30, 2025 from $7,915.7 million as of December 31, 2024, primarily due to capital improvements during the nine months ended September 30, 2025.
The following chart lists the Properties acquired from January 1, 2024 through September 30, 2025 and Sites added through expansion opportunities at our existing Properties:
Location Type of Property Transaction Date Sites
Total Sites as of January 1, 2024 (1)
172,500
Expansion Site Development:
Sites added (reconfigured) in 2024 736
Sites added (reconfigured) in 2025 140
Total Sites as of September 30, 2025 (1)
173,300
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(1) Sites are approximate.
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 that may not always be indicative of recurring annual cash flow 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 and Normalized FFO.
We believe investors should review Income from property operations and Core Portfolio, FFO and Normalized FFO, along with GAAP net income and cash flow from operating activities, investing activities and financing activities, when evaluating an equity REIT’s operating performance. A discussion of Income from property operations and Core Portfolio, FFO and Normalized FFO, and a reconciliation to net income are included below.
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Management’s Discussion and Analysis (continued)
Income from Property Operations and Core Portfolio
We use income from property operations, income from property operations, excluding property management, and Core Portfolio income from property operations, excluding property management, as alternative measures to evaluate the operating results of our Properties. Income from property operations represents rental income, membership subscriptions and upgrade revenue, utility and other income less property and rental home operating and maintenance expenses, real estate taxes, membership sales and marketing expenses and property management expenses. Income from property operations, excluding property management, represents income from property operations excluding property management expenses. Property management represents the expenses associated with indirect costs such as off-site payroll and certain administrative and professional expenses. We believe exclusion of property management expenses is helpful to investors and analysts as a measure of the operating results of our Properties, excluding items that are not directly related to the operation of the Properties. For comparative purposes, we present bad debt expense within Property operating and maintenance in the current and prior periods. We believe that this Non-GAAP financial measure is helpful to investors and analysts as a measure of the operating results of our Properties.
Our Core Portfolio consists of our Properties owned and operated during all of 2024 and 2025. Core Portfolio income from property operations, excluding 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 2024 and 2025, including six properties in Florida impacted by Hurricane Ian and two properties in California that were impacted by storm and flooding events.
FFO and 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 believe FFO, as defined by the Board of Governors of NAREIT, is generally a measure of performance for an equity REIT. While FFO is a relevant and widely used measure of operating performance for equity REITs, it does not represent cash flow from operations or net income as defined by GAAP, and it should not be considered as an alternative to these indicators in evaluating liquidity or operating performance.
We define Normalized FFO as FFO excluding non-operating income and expense items, such as gains and losses from early debt extinguishment, including prepayment penalties, defeasance costs, transaction/pursuit costs and other, and 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 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.
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.
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Management’s Discussion and Analysis (continued)
The following table reconciles Net income available for Common Stockholders to Income from property operations for the quarters and nine months ended September 30, 2025 and 2024:
Quarters Ended September 30, Nine Months Ended September 30,
(amounts in thousands)
2025 2024 2025 2024
Computation of Income from Property Operations:
Net income available for Common Stockholders $ 97,130 $ 82,821 $ 286,030 $ 271,023
Redeemable perpetual preferred stock dividends — — 8 8
Income allocated to non-controlling interests – Common OP Units 3,233 4,042 12,211 13,230
Consolidated net income 100,363 86,863 298,249 284,261
Equity in income/(loss) of unconsolidated joint ventures (1,708) (5,874) (6,562) (6,736)
(Gain)/Loss on sale of real estate and impairment, net (31) 1,798 652 1,798
Gross revenues from home sales, brokered resales and ancillary services (24,927) (30,839) (68,648) (98,457)
Interest income (2,770) (2,430) (7,210) (7,018)
Income from other investments, net (1,972) (2,192) (6,074) (6,860)
Property management 20,277 20,165 61,430 59,311
Depreciation and amortization 52,313 50,934 155,904 153,386
Cost of home sales, brokered resales and ancillary services 17,474 22,051 47,642 71,668
Home selling expenses and ancillary operating expenses 7,186 7,336 20,342 20,955
General and administrative 8,791 9,274 28,485 30,248
Casualty-related charges/(recoveries), net (1)
(3,748) 591 (4,072) (20,422)
Other expenses (2)
711 1,402 2,530 3,881
Early debt retirement — 30 — 30
Interest and related amortization 33,659 36,497 96,995 106,077
Income from property operations, excluding property management 205,618 195,606 619,663 592,122
Property management (20,277) (20,165) (61,430) (59,311)
Income from property operations $ 185,341 $ 175,441 $ 558,233 $ 532,811
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(1) Casualty-related charges/(recoveries), net for the quarter ended September 30, 2025 includes $3.7 million for reimbursement of capital expenditures. Casualty-related charges/(recoveries), net for the nine months ended September 30, 2025 includes debris removal and cleanup costs related to hurricane events of $1.0 million and insurance recovery revenue of $5.1 million, including $4.3 million for reimbursement of capital expenditures.
(2) Prior period amounts have been reclassified to conform to the current period presentation.
26
Management’s Discussion and Analysis (continued)
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 quarters and nine months ended September 30, 2025 and 2024:
Quarters Ended September 30, Nine Months Ended September 30,
(amounts in thousands)
2025 2024 2025 2024
Computation of FFO and Normalized FFO:
Net income available for Common Stockholders $ 97,130 $ 82,821 $ 286,030 $ 271,023
Income allocated to non-controlling interests – Common OP Units 3,233 4,042 12,211 13,230
Depreciation and amortization 52,313 50,934 155,904 153,386
Depreciation on unconsolidated joint ventures 1,453 1,309 4,250 3,560
(Gain)/Loss on sale of real estate and impairment, net (31) 1,798 652 1,798
FFO available for Common Stock and OP Unit holders 154,098 140,904 459,047 442,997
Deferred income tax benefit — — — (239)
Early debt retirement — 30 — 30
Transaction/pursuit costs and other — — — 383
Insurance proceeds due to catastrophic weather event (1)
(3,632) (451) (4,225) (21,464)
Normalized FFO available for Common Stock and OP Unit holders $ 150,466 $ 140,483 $ 454,822 $ 421,707
Weighted average Common Shares outstanding – Fully Diluted 200,126 195,510 200,098 195,507
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(1) Represents insurance recovery revenue for reimbursement of capital expenditures related to Hurricane Ian.
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Management’s Discussion and Analysis (continued)
Results of Operations
This section discusses the comparison of our results of operations for the quarters and nine months ended September 30, 2025 and 2024 and our operating activities, investing activities and financing activities for the nine months ended September 30, 2025 and 2024. Our Core Portfolio consists of our Properties owned and operated during all of 2024 and 2025. Our Non-Core Portfolio includes all Properties that were not owned and operated during all of 2024 and 2025, including six properties in Florida impacted by Hurricane Ian and two properties in California that were impacted by storm and flooding events. For the comparison of our results of operations for the quarters and nine months ended September 30, 2024 and September 30, 2023 and discussion of our operating activities, investing activities and financing activities for the nine months ended September 30, 2024 and September 30, 2023, refer to Part I. Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations of the Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024, filed with the SEC on October 30, 2024.
Comparison of the Quarter Ended September 30, 2025 to the Quarter Ended September 30, 2024
Income from Property Operations
The following table summarizes certain financial and statistical data for our Core Portfolio and total portfolio:
Core Portfolio Total Portfolio
Quarters Ended September 30, Quarters Ended September 30,
(amounts in thousands) 2025 2024 Variance %
Change 2025 2024 Variance %
Change
MH base rental income (1)
$ 187,961 $ 178,121 $ 9,840 5.5 % $ 188,159 $ 178,295 $ 9,864 5.5 %
Rental home income (1)
3,597 3,383 214 6.3 % 3,610 3,396 214 6.3 %
RV and marina base rental income (1)
110,798 111,212 (414) (0.4) % 115,428 113,357 2,071 1.8 %
Annual membership subscriptions 17,664 16,611 1,053 6.3 % 17,868 16,714 1,154 6.9 %
Membership upgrade revenue (2)(3)
3,120 4,174 (1,054) (25.3) % 3,120 4,173 (1,053) (25.2) %
Utility and other income (1)
35,690 34,385 1,305 3.8 % 36,942 36,932 10 — %
Property operating revenues 358,830 347,886 10,944 3.1 % 365,127 352,867 12,260 3.5 %
Utility expense 44,786 42,495 2,291 5.4 % 45,830 42,998 2,832 6.6 %
Payroll 31,512 31,564 (52) (0.2) % 32,502 32,247 255 0.8 %
Repairs & maintenance 25,913 25,456 457 1.8 % 26,710 26,072 638 2.4 %
Insurance and other (1)(4)
27,094 26,515 579 2.2 % 28,319 27,371 948 3.5 %
Real estate taxes 20,176 20,416 (240) (1.2) % 20,585 20,731 (146) (0.7) %
Rental home operating and maintenance 1,353 1,387 (34) (2.5) % 1,364 1,394 (30) (2.2) %
Membership sales and marketing (5)
4,193 6,431 (2,238) (34.8) % 4,199 6,448 (2,249) (34.9) %
Property operating expenses, excluding property management 155,027 154,264 763 0.5 % 159,509 157,261 2,248 1.4 %
Income from property operations, excluding property management (6)
203,803 193,622 10,181 5.3 % 205,618 195,606 10,012 5.1 %
Property management 20,277 20,165 112 0.6 % 20,277 20,165 112 0.6 %
Income from property operations (6)
$ 183,526 $ 173,457 $ 10,069 5.8 % $ 185,341 $ 175,441 $ 9,900 5.6 %
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(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 Insurance and other in this table.
(2) Beginning in the first quarter of 2025, membership upgrade product offerings include two- to four-year term subscription products, which are recognized in Annual membership subscriptions. Prices for two-year products range between $4,000 to $8,000 and between approximately $7,000 to $14,000 for the four-year product, which results in approximately $2,500 to $3,000 of earned revenue on an annual basis.
(3) Membership upgrade revenue is net of deferrals of $3.1 million and $5.9 million for the quarters ended September 30, 2025 and 2024, respectively.
(4) Includes bad debt expense for all periods presented.
(5) Membership sales and marketing expense is net of sales commission deferrals of $0.9 million and $1.2 million for the quarters ended September 30, 2025 and 2024, respectively.
(6) See Part I. Item 2. Management’s Discussion and Analysis—Non-GAAP Financial Measures for definitions and reconciliations of these Non-GAAP measures to Net Income available for Common Shareholders.
Total Portfolio Income from property operations for the quarter ended September 30, 2025 increased $9.9 million, or 5.6%, from the quarter ended September 30, 2024 driven by an increase of $10.1 million, or 5.8%, from our Core Portfolio, offset by a decrease of $0.2 million from our Non-Core Portfolio. The increase in Income from property operations from our
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Management’s Discussion and Analysis (continued)
Core Portfolio was primarily due to higher Property operating revenues, primarily in MH base rental income and Utility and other income, and lower Membership sales and marketing expense, partially offset by higher Utility expense.
Property Operating Revenues
MH base rental income in our Core Portfolio for the quarter ended September 30, 2025 increased $9.8 million, or 5.5%, from the quarter ended September 30, 2024, which reflects 6.0% growth from rate increases offset by a 0.5% decrease in occupancy. The average monthly MH base rental income per Site in our Core Portfolio increased to approximately $912 for the quarter ended September 30, 2025 from approximately $861 for the quarter ended September 30, 2024. The average occupancy for our Core Portfolio was 94.3% and 95.0% for the quarters ended September 30, 2025 and 2024, respectively.
RV and marina base rental income is comprised of the following:
Core Portfolio Total Portfolio
Quarters Ended September 30, Quarters Ended September 30,
(amounts in thousands) 2025 2024 Variance %
Change 2025 2024 Variance %
Change
Annual $ 78,644 $ 75,717 $ 2,927 3.9 % $ 81,262 $ 77,548 $ 3,714 4.8 %
Seasonal 6,136 7,174 (1,038) (14.5) % 6,420 7,347 (927) (12.6) %
Transient 26,018 28,321 (2,303) (8.1) % 27,746 28,462 (716) (2.5) %
RV and marina base rental income $ 110,798 $ 111,212 $ (414) (0.4) % $ 115,428 $ 113,357 $ 2,071 1.8 %
RV and marina base rental income in our Core Portfolio for the quarter ended September 30, 2025 decreased $0.4 million, or 0.4%, from the quarter ended September 30, 2024 driven by decreases in Seasonal and Transient RV and marina base rental income of 14.5% and 8.1%, respectively. The decreases in Core Seasonal RV and marina base rental income was primarily due to returning competitor supply and a moderation in demand. The decrease in Core Transient RV and marina base rental income was primarily due to returning competitor supply following a period of weather-related disruption, a moderation in demand, and a loss of Canadian guests. The decreases in Core Seasonal and Transient RV and marina income were partially offset by an increase in Core Annual RV and marina base rental income of 3.9%.
Utility and other income in our Core Portfolio for the quarter ended September 30, 2025 increased $1.3 million, or 3.8%, from the quarter ended September 30, 2024. The increase was primari ly due to a $1.5 million and $0.4 million incre ase in utility income and pass-through income, respectively, partially offset by a decrease of $0.6 million in insurance proceeds. The utility recovery rate (utility income divided by utility expenses) for the quarters ended September 30, 2025 and 2024 was approximately 48% and 47%, respectively.
Property Operating Expenses
Property operating expenses, excluding property management, in our Core Portfolio for the quarter ended September 30, 2025 increased $0.8 million , or 0.5%, from the quarter ended September 30, 2024, driven by increases in Utility expense o f $2.3 million, Insurance and other of $0.6 million and Repairs and maintenance of $0.5 million, partially offset by a decrease in Membership sales and marketin g of $2.2 million and Real estate taxes of $0.2 million . The increase in Utility expense was due to increases in sewer, water and trash expense. The increase in Insurance and other was primarily driven by an increase in miscellaneous expense and bad debt expense, partially offset by a decrease in insurance expense. The increase in Repairs and maintenance was primarily due to higher lawn and common area maintenance expense and contract repairs, partially offset by a decrease in extraordinary repairs and maintenance expenses. The decrease in Membership sales and marketing expense was driven by a decrease in commissions and allowances for credit losses related to financed membership products that are no longer being offered beginning in the first quarter of 2025. The decrease in Real estate taxes was primarily driven by lower real estate taxes in Florida.
29
Management’s Discussion and Analysis (continued)
Home Sales and Other
The following table summarizes certain financial and statistical data for our Home Sales and Other Operations:
Quarters Ended September 30,
(amounts in thousands, except home sales volumes) 2025 2024 Variance %
Change
Gross revenues from new home sales $ 9,864 $ 15,500 $ (5,636) (36.4) %
Cost of new home sales 9,306 13,655 (4,349) (31.8) %
Gross revenues from used home sales 1,334 883 451 51.1 %
Cost of used home sales 1,233 685 548 80.0 %
Gross revenue from brokered resales and ancillary services 13,729 14,456 (727) (5.0) %
Cost of brokered resales and ancillary services 6,935 7,711 (776) (10.1) %
Home selling and ancillary operating expenses 7,186 7,336 (150) (2.0) %
Home sales volumes
New home sales 119 174 (55) (31.6) %
Used home sales 129 60 69 115.0 %
Brokered home resales 113 135 (22) (16.3) %
Gross revenues from new home sal es decreased $5.6 million and Cost of new home sales decreased $4.3 million dur ing the quarter ended September 30, 2025 compared to the quarter ended September 30, 2024 as a result of a change in overall sales mix, resulting in a higher percentage of lower priced homes being sold, primarily in the Florida market, during the quarter ended September 30, 2025 as compared to the quarter ended September 30, 2024.
Rental Operations
The following table summarizes certain financial and statistical data for our MH Rental Operations:
Quarters Ended September 30,
(amounts in thousands, except rental unit volumes)
2025 2024 Variance %
Change
Rental operations revenue (1)
$ 9,091 $ 8,515 $ 576 6.8 %
Rental home operating and maintenance expenses 1,353 1,387 (34) (2.5) %
Depreciation on rental homes (2)
2,428 2,390 38 1.6 %
Gross investment in new manufactured home rental units $ 239,937 $ 220,134 $ 19,803 9.0 %
Gross investment in used manufactured home rental units $ 13,622 $ 11,197 $ 2,425 21.7 %
Net investment in new manufactured home rental units $ 200,330 $ 180,787 $ 19,543 10.8 %
Net investment in used manufactured home rental units $ 10,441 $ 6,972 $ 3,469 49.8 %
Number of occupied rentals – new, end of period 1,905 1,795 110 6.1 %
Number of occupied rentals – used, end of period 186 217 (31) (14.3) %
______________________
(1) Consists of Site rental income and home rental income. Approximat ely $5.5 million an d $5.1 million for the quarters ended September 30, 2025 and 2024 of Site rental income is included in MH base rental income in the Core Portfolio Income from Property Operations table. The remainder of home rental income is included in Rental home income in our Core Portfolio Income from Property Operations table.
(2) Presented in Depreciation and amortization in the Consolidated Statements of Income and Comprehensive Income.
Rental operations revenues w ere $0.6 million, or 6.8%, higher during the quarter ended September 30, 2025 compared to the quarter ended September 30, 2024 primarily due to an increase in the number of occupied rentals.
30
Management’s Discussion and Analysis (continued)
Other Income and Expenses
The following table summarizes Other income and expenses, net:
Quarters Ended September 30,
(amounts in thousands, expenses shown as negative)
2025 2024 Variance %
Change
Depreciation and amortization $ (52,313) $ (50,934) $ (1,379) (2.7) %
Interest income 2,770 2,430 340 14.0 %
Income from other investments, net 1,972 2,192 (220) (10.0) %
General and administrative (8,791) (9,274) 483 5.2 %
Other expenses (711) (1,402) 691 49.3 %
Early debt retirement — (30) 30 100.0 %
Interest and related amortization (33,659) (36,497) 2,838 7.8 %
Total other income and expenses, net $ (90,732) $ (93,515) $ 2,783 3.0 %
Total Other income and expenses, net dec reased $2.8 million for the quarter ended September 30, 2025 compared to the quarter ended September 30, 2024 primarily due to lower Interest and related amortization, Other expenses and General and Administrative expense, and higher Interest income, partially offset by higher Depreciation and amortization.
Casualty-related charges/(recoveries), net
During the quarter ended September 30, 2024, we recognized expenses of approximately $2.3 million related to debris removal and cleanup costs from hurricane events, with insurance recovery revenue accruals of approximately $1.3 million related to the expenses incurred during the same period. During the quarters ended September 30, 2025 and 2024, we also recognized excess insurance recovery revenue of approximately $3.7 million and $0.5 million, respectively, for reimbursement of capital expenditures related to Hurricane Ian. The debris and cleanup costs and offsetting recovery accrual and reimbursement of capital expenditures are reflected in Casualty-related charges/(recoveries), net on the Consolidated Statements of Income and Comprehensive Income.
Gain/(Loss) on sale of real estate and impairment, net
Gain/(Loss) on sale of real estate and impairment, net was $1.8 million lower during the quarter ended September 30, 2025, compared to the quarter ended September 30, 2024, primarily due to a write down of certain assets of $1.8 million as a result of Hurricane Helene in 2024.
Equity in income of unconsolidated joint ventures
Equity in income of unconsolidated joint ventures was $4.2 million lower during the quarter ended September 30, 2025 compared to the quarter ended September 30, 2024 primarily due to decreases in distributions from unconsolidated joint ventures that exceeded our basis in the unconsolidated joint ventures and decreases in net income at certain of our unconsolidated joint ventures.
31
Management’s Discussion and Analysis (continued)
Comparison of the Nine Months Ended September 30, 2025 to the Nine Months Ended September 30, 2024
Income from Property Operations
The following table summarizes certain financial and statistical data for the Core Portfolio and the total portfolio for the nine months ended September 30, 2025 and 2024:
Core Portfolio Total Portfolio
Nine Months Ended September 30, Nine Months Ended September 30,
(amounts in thousands) 2025 2024 Variance %
Change 2025 2024 Variance %
Change
MH base rental income (1)
$ 558,678 $ 529,589 $ 29,089 5.5 % $ 559,245 $ 530,102 $ 29,143 5.5 %
Rental home income (1)
10,508 10,262 246 2.4 % 10,543 10,299 244 2.4 %
RV and marina base rental income (1)
328,495 327,946 549 0.2 % 343,116 336,887 6,229 1.8 %
Annual membership subscriptions 50,580 49,161 1,419 2.9 % 51,112 49,298 1,814 3.7 %
Membership upgrade revenue (2)(3)
9,225 12,160 (2,935) (24.1) % 9,292 12,170 (2,878) (23.6) %
Utility and other income (1)
100,977 96,934 4,043 4.2 % 106,919 106,390 529 0.5 %
Property operating revenues 1,058,463 1,026,052 32,411 3.2 % 1,080,227 1,045,146 35,081 3.4 %
Utility expense 122,411 119,203 3,208 2.7 % 125,281 120,796 4,485 3.7 %
Payroll 89,921 90,246 (325) (0.4) % 92,588 92,055 533 0.6 %
Repairs & maintenance 76,769 72,956 3,813 5.2 % 79,094 74,613 4,481 6.0 %
Insurance and other (1)(4)
79,687 79,111 576 0.7 % 83,521 81,737 1,784 2.2 %
Real estate taxes 62,426 60,596 1,830 3.0 % 64,073 61,617 2,456 4.0 %
Rental home operating and maintenance 3,799 4,314 (515) (11.9) % 3,815 4,335 (520) (12.0) %
Membership sales and marketing (5)
12,109 17,835 (5,726) (32.1) % 12,192 17,871 (5,679) (31.8) %
Property operating expenses, excluding property management 447,122 444,261 2,861 0.6 % 460,564 453,024 7,540 1.7 %
Income from property operations, excluding property management (6)
611,341 581,791 29,550 5.1 % 619,663 592,122 27,541 4.7 %
Property management 61,430 59,312 2,118 3.6 % 61,430 59,311 2,119 3.6 %
Income from property operations (6)
$ 549,911 $ 522,479 $ 27,432 5.3 % $ 558,233 $ 532,811 $ 25,422 4.8 %
__________________________
(1) Rental income consists of the following total portfolio income items: 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 Insurance and other in this table.
(2) Beginning in the first quarter of 2025, membership upgrade product offerings include two- to four-year term subscription products, which are recognized in Annual membership subscriptions. Prices for two-year products range between $4,000 to $8,000 and between approximately $7,000 to $14,000 for the four-year product, which results in approximately $2,500 to $3,000 of earned revenue on an annual basis.
(3) Membership upgrade revenue is net of deferrals of $7.1 million and $14.2 million for the nine months ended September 30, 2025 and 2024, respectively.
(4) Includes bad debt expense for all periods presented.
(5) Membership sales and marketing expense is net of sales commission deferrals of $2.0 million and $2.4 million the nine months ended September 30, 2025 and 2024, respectively.
(6) See Part I. Item 2. Management’s Discussion and Analysis—Non-GAAP Financial Measures for definitions and reconciliation of these Non-GAAP measures to Net Income available for Common Shareholders.
Total Portfolio Income from property operations for the nine months ended September 30, 2025 increased $25.4 million, or 4.8%, from the same period in 2024 driven by an increase of $27.4 million, or 5.3%, from our Core Portfolio, offset by a decrease of $2.0 million from our Non-Core Portfolio . The increase in Income from property operations from our Core Portfolio was primarily due to higher Property operating revenues, primarily in MH base rental income and Utility and other income, and lower Membership sales and marketing expense, partially offset by an increase in Repairs and maintenance, Utility expense and Real estate taxes.
Property Operating Revenues
MH base rental income in our Core Portfolio for the nine months ended September 30, 2025 increased $29.1 million, or 5.5%, from the same period in 2024, which reflects 5.8% growth from rate increases and a decline in occupancy of 0.3%. Th e average monthly MH base rental income per Site in our Core Portfolio increased to approxi mately $904 for the nine months ended September 30, 2025 from approximately $854 for the nine months ended September 30, 2024. The average occupancy for the Core Portfolio w as 94.4% a nd 94.9% for the nine months ended September 30, 2025 and 2024, respectively.
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Management’s Discussion and Analysis (continued)
RV and marina base rental income is comprised of the following:
Core Portfolio Total Portfolio
Nine Months Ended September 30, Nine Months Ended September 30,
(amounts in thousands)
2025 2024 Variance %
Change 2025 2024 Variance %
Change
Annual $ 232,317 $ 223,607 $ 8,710 3.9 % $ 239,438 $ 229,596 $ 9,842 4.3 %
Seasonal 40,128 43,172 (3,044) (7.1) % 42,748 44,857 (2,109) (4.7) %
Transient 56,050 61,167 (5,117) (8.4) % 60,930 62,434 (1,504) (2.4) %
RV and marina base rental income $ 328,495 $ 327,946 $ 549 0.2 % $ 343,116 $ 336,887 $ 6,229 1.8 %
RV and marina base rental income in our Core Portfolio for the nine months ended September 30, 2025 increased $0.5 million, or 0.2%, from the s ame period in 2024 due to an increase in Annual RV and marina base ren tal income of 3.9%, partially offset by decreases in Seasonal and Transient RV and marina base rental income of 7.1% and 8.4%, respec tively, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The decreases in Seasonal and Transient RV and marina base rental income were primarily driven by returning competitor supply following a period of weather-related disruption, a moderation in demand and the loss of Canadian guests.
Utility and other i ncome in our Core Portfolio for the nine months ended September 30, 2025 increased $4.0 million, or 4.2%, from the same pe riod in 2024. The increase was primarily due to an increase in utility income and pass-through income of $3.3 million and $1.4 million, r espectively, partially offset by a decrease in other property income and insurance proceeds. The utility recovery rate (utility income divided by utility expenses) for the nine months ended September 30, 2025 and 2024 was approximately 48% and 47%, respectively.
Property Operating Expenses
Property operating expenses, excluding property management, in our Core Portfolio for the nine months ended September 30, 2025 increased $2.9 million, or 0.6%, from the same period in 2024 driven by increases in Repairs and maintenance, Utility expense and Real estate taxes of $3.8 million, $3.2 million and $1.8 million, respectively, partially offset by a decrease in Membership sales and marketing expenses of $5.7 million. The increase in Repairs and maintenance was primarily driven by increases in lawn and common area maintenance expenses and contract repairs, partially offset by a decrease in extraordinary repairs and maintenance expenses. The increase in Utility expense was due to increases in trash, water, sewer and electric expense, partially offset by a decrease in cable expense. The increase in Real estate taxes was primarily due to an increase in real estate taxes in our Florida portfolio. The decrease in Membership sales and marketing expense was primarily driven by a decrease in commissions and allowances for credit losses related to financed membership products that beginning in the first quarter of 2025 are no longer being offered.
Home Sales and Other
The following table summarizes certain financial and statistical data for Home Sales and Other Operations:
Nine Months Ended September 30,
(amounts in thousands, except home sales volumes)
2025 2024 Variance %
Change
Gross revenues from new home sales $ 28,737 $ 55,906 $ (27,169) (48.6) %
Cost of new home sales 26,796 48,703 (21,907) (45.0) %
Gross revenues from used home sales 2,869 2,961 (92) (3.1) %
Cost of used home sales 2,995 2,329 666 28.6 %
Gross revenue from brokered resales and ancillary services 37,042 39,590 (2,548) (6.4) %
Cost of brokered resales and ancillary services 17,851 20,636 (2,785) (13.5) %
Home selling and ancillary operating expenses 20,342 20,955 (613) (2.9) %
Home sales volumes
New home sales 353 620 (267) (43.1) %
Used home sales 271 173 98 56.6 %
Brokered home resales 337 396 (59) (14.9) %
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Management’s Discussion and Analysis (continued)
Gross revenues from new home sales decreased $27.2 million and Cost of new home sales decreased $21.9 million during the nine months ended September 30, 2025 com pared to the nine months ended September 30, 2024 driven by a moderation in demand, primarily in the South and West regions, disruption in demand due to hurricane events, and a change in overall sales mix, resulting in a higher percentage of lower priced homes being sold.
Rental Operations
The following table summarizes certain financial and statistical data for MH Rental Operations:
Nine Months Ended September 30,
(amounts in thousands, except rental unit volumes)
2025 2024 Variance %
Change
Rental operations revenue (1)
$ 26,234 $ 26,170 $ 64 0.2 %
Rental home operating and maintenance expenses 3,799 4,313 (514) (11.9) %
Depreciation on rental homes (2)
7,551 7,450 101 1.4 %
Gross investment in new manufactured home rental units $ 239,937 $ 220,134 $ 19,803 9.0 %
Gross investment in used manufactured home rental units $ 13,622 $ 11,197 $ 2,425 21.7 %
Net investment in new manufactured home rental units $ 200,330 $ 180,787 $ 19,543 10.8 %
Net investment in used manufactured home rental units $ 10,441 $ 6,972 $ 3,469 49.8 %
Number of occupied rentals – new, end of period 1,905 1,795 110 6.1 %
Number of occupied rentals – used, end of period 186 217 (31) (14.3) %
______________________
(1) Consists of Site rental income and home rental income in our Core Portfolio. Approximately $15.7 million and $15.9 million of Site rental income for the nine months ended September 30, 2025 and 2024, respectively, are included in MH base rental income within the Core Portfolio Income from Property Operations table. The remainder of home rental income is included in Rental home income within the Core Portfolio Income from Property Operations table.
(2) Presented in Depreciation and amortization in the Consolidated Statements of Income and Comprehensive Income.
Rental operations revenues were $0.1 million, or 0.2%, higher during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to an increase in the number of occupied rentals.
Miscellaneous Other Income and Expenses
The following table summarizes Other income and expenses, net:
Nine Months Ended September 30,
(amounts in thousands, expenses shown as negative)
2025 2024 Variance %
Change
Depreciation and amortization $ (155,904) $ (153,386) $ (2,518) (1.6) %
Interest income 7,210 7,018 192 2.7 %
Income from other investments, net 6,074 6,860 (786) (11.5) %
General and administrative (28,485) (30,248) 1,763 5.8 %
Other expenses (1)
(2,530) (3,881) 1,351 34.8 %
Early debt retirement — (30) 30 100.0 %
Interest and related amortization (96,995) (106,077) 9,082 8.6 %
Total other income and expenses, net $ (270,630) $ (279,744) $ 9,114 3.3 %
_____________________
(1) Prior period amounts have been reclassified to conform to the current period presentation.
Total Other income and expenses, net decreased $9.1 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to lower Interest and related amortization, General and administrative expenses and Other expenses, partially offset by higher Depreciation and amortization and lower Income from other investments, net.
Casualty-related charges/(recoveries), net
During the nine months ended September 30, 2025 and 2024, we recognized expenses of approximately $1.0 million and $3.5 million, respectively, related to debris removal and cleanup costs from hurricane events, with insurance recovery revenue accruals of $0.8 million and $2.5 million, respectively, related to the expenses incurred during the same periods. During the nine months ended September 30, 2025 and 2024, we also recognized insurance recovery revenue in excess of expenses for
34
Management’s Discussion and Analysis (continued)
Hurricane Ian of $4.3 million and $21.5 million, respectively, within Casualty-related charges/(recoveries), net. The debris and cleanup costs and offsetting recovery accrual and reimbursement of capital expenditures are reflected in Casualty-related charges/(recoveries), net on the Consolidated Statements of Income and Comprehensive Income.
Gain/(Loss) on sale of real estate and impairment, net
Gain/(Loss) on sale of real estate and impairment, net was $1.1 million lower during the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024, primarily due to a write down of certain assets of $0.7 million related to the discontinuation of certain capital projects in 2025 co mpared to $1.8 million as a result of Hurricane Helene in 2024.
Equity in income of unconsolidated joint ventures
Equity in income of unconsolidated joint ventures was $0.2 million lower during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to decreases in net income at certain of our unconsolidated joint ventures.
35
Management’s Discussion and Analysis (continued)
Liquidity and Capital Resources
Liquidity
Our primary demands for liquidity include payment of operating expenses, dividend distributions, debt service, including principal and interest, capital improvements on Properties, home purchases and property acquisitions. We expect similar demand for liquidity will continue for the short-term and long-term. Our primary sources of cash include operating cash flows, proceeds from financings, borrowings under our unsecured line of credit (the “LOC”) and proceeds from issuance of equity and debt securities, including issuances under our at-the-market (“ATM”) equity offering program.
One of our stated objectives is to maintain financial flexibility. Achieving this objective allows us to take advantage of strategic opportunities that may arise. When investing capital, we consider all potential uses, including returning capital to our stockholders or the conditions under which we may repurchase our stock. These conditions include, but are not limited to, market price, balance sheet flexibility, alternative opportunistic capital uses and capital requirements. We believe effective management of our balance sheet, including maintaining various access points to raise capital, managing future debt maturities and borrowing at competitive rates, enables us to meet this objective. Accessing long-term low-cost secured debt continues to be our focus.
On November 1, 2024, we entered into a new ATM equity offering program with certain sales agents, pursuant to which we may sell, from time-to-time, shares of our common stock, par value $0.01 per share, having an aggregate offering price of up to $700.0 million. As of September 30, 2025, the full capacity of our ATM equity offering program remained available for issuance.
As of September 30, 2025, we had available liquidity in the form of approximately 406.2 million shares of authorized and unissued common stock, par value $0.01 per share, and 10.0 million shares of authorized and unissued preferred stock registered for sale under the Securities Act of 1933, as amended.
We also utilize interest rate swaps to add stability to our interest expense and to manage our exposure to interest rate movements. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The changes in the fair value of the designated derivative are recorded in Accumulated other comprehensive income/(loss) on the Consolidated Balance Sheets and subsequently reclassified into earnings on the Consolidated Statements of Income and Comprehensive Income in the period that the hedged forecasted transaction affects earnings. For additional information regarding our interest rate swaps, see Part I. Item 1. Financial Statements—Note 9. Derivative Instruments and Hedging .
We expect to meet our short-term liquidity requirements, including principal payments, capital improvements and dividend distributions for the next twelve months, generally through available cash, net cash provided by operating activities, issuances of equity under our ATM equity offering program and our LOC. As of September 30, 2025, our LOC had a borrowing capacity of $454.9 million.
We expect to meet certain long-term liquidity requirements, such as scheduled debt maturities, property acquisitions and capital improvements, using long-term collateralized and uncollateralized borrowings including the existing LOC and the issuance of debt securities or the issuance of equity including under our ATM equity offering program.
The following table summarizes our cash flows activity:
For the nine months ended September 30,
(amounts in thousands) 2025 2024
Net cash provided by operating activities $ 471,687 $ 491,404
Net cash used in investing activities (223,720) (151,906)
Net cash used in financing activities (233,252) (329,037)
Net increase in cash and restricted cash $ 14,715 $ 10,461
Operating Activities
Net cash provided by operating activities decreased $19.7 million to $471.7 million for the nine months ended September 30, 2025 from $491.4 million for the nine months ended September 30, 2024. The decrease in net cash provided by operating activities was primarily due to increases in cash outflows related to manufactured homes, net and accounts payable and other liabilities, partially offset by a decrease in cash outflows related to business interruption insurance proceeds, net and an increase in cash inflows related to notes receivable, net.
36
Management’s Discussion and Analysis (continued)
The following table summarizes our purchase and sale activity of manufactured homes:
For the nine months ended September 30,
(amounts in thousands)
2025 2024
Purchase of manufactured homes $ (55,034) $ (36,003)
Sale of manufactured homes 25,411 47,382
Manufactured homes, net $ (29,623) $ 11,379
Investing Activities
Net cash used in investing activities increased $71.8 million to $223.7 million for the nine months ended September 30, 2025 from $151.9 million for the nine months ended September 30, 2024. The increase was primarily driven by the $56.1 million term loan to RVC and decreases in proceeds from insurance claims, net and distributions of capital from unconsolidated joint ventures.
Capital Improvements
The following table summarizes capital improvements:
For the nine months ended September 30,
(amounts in thousands) 2025 2024
Asset preservation (1)
$ 36,977 $ 33,086
Improvements and renovations (2)
27,851 22,728
Property upgrades and development (3)
95,459 103,711
Site development (4)
10,348 9,838
Total property improvements 170,635 169,363
Corporate 5,298 6,266
Total capital improvements $ 175,933 $ 175,629
______________________
(1) Includes upkeep of property infrastructure including utilities and streets and replacement of community equipment and vehicles.
(2) Includes enhancements to amenities such as buildings, common areas, swimming pools and replacement of furniture and site amenities.
(3) Includes $19.0 million and $12.3 million of restoration and improvement capital expenditures related to hurricane events for the nine months ended September 30, 2025 and 2024, respectively.
(4) Includes capital expenditures to improve the infrastructure required to set manufactured homes.
Financing Activities
Net cash used in financing activities decreased $95.8 million to $233.3 million for the nine months ended September 30, 2025 from $329.0 million for the nine months ended September 30, 2024. The decrease was primarily due to lower net debt repayments of $119.0 million, partially offset by increases in distributions to common stock and OP unit holders of $27.5 million.
Contractual Obligations
Significant ongoing contractual obligations consist primarily of long-term borrowings, interest expense, operating leases, LOC maintenance fees and ground leases. For a summary and complete presentation and description of our ongoing commitments and contractual obligations, see Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Contractual Obligations in our 2024 Form 10-K.
Off-Balance Sheet Arrangements
As of September 30, 2025, we have no off-balance sheet arrangements.
Critical Accounting Policies and Estimates
Refer to Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our 2024 Form 10-K for a discussion of our critical accounting policies. There have been no significant changes to our critical accounting policies and estimates during the quarter ended September 30, 2025.
37
Management’s Discussion and Analysis (continued)
Forward-Looking Statements
This Quarterly Report on Form 10-Q includes certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. When used, words such as “anticipate,” “expect,” “believe,” “project,” “estimate,” “intend,” “may be” and “will be” and similar words or phrases, or the negative thereof, unless the context requires otherwise, are intended to identify forward-looking statements and may include, without limitation, information regarding our expectations, goals or intentions regarding the future, and the expected effect of our acquisitions. These forward-looking statements are subject to numerous assumptions, risks and uncertainties that could cause actual results or outcomes to differ materially from those expressed in a forward-looking statement due to a number of factors, including, but not limited to:
• our ability to control costs , and real estate market conditions, our ability to retain customers, the actual use of Sites by customers and our success in acquiring new customers at our Properties (including those that we may acquire);
• our ability to maintain historical or increase future rental rates and occupancy with respect to properties currently owned or that we may acquire;
• our ability to attract and retain customers entering, renewing and upgrading membership subscriptions;
• our assumptions about rental and home sales markets;
• our ability to manage counterparty risk;
• our ability to renew our insurance policies at existing rates and on consistent terms;
• home sales results could be impacted by the ability of potential homebuyers to sell their existing residences as well as by financial, credit and capital markets volatility;
• results from home sales and occupancy will continue to be impacted by local economic conditions, including an adequate supply of homes at reasonable costs, lack of affordable manufactured home financing and competition from alternative housing options including site-built single-family housing;
• impact of government intervention to stabilize site-built single-family housing and not manufactured housing;
• impact of the COVID-19 pandemic or other highly infectious or contagious diseases on our business operations, our residents, our customers, our employees and the economy generally;
• effective integration of recent acquisitions and our estimates regarding the future performance of recent acquisitions;
• our ability to execute expansion/development opportunities in the face of changes impacting the supply chain or labor markets;
• the completion of future transactions in their entirety, if any, and timing and effective integration with respect thereto;
• unanticipated costs or unforeseen liabilities associated with recent acquisitions;
• the effect of potential damage from natural disasters, including hurricanes and other weather-related events, which could result in substantial costs to our business;
• our ability to obtain financing or refinance existing debt on favorable terms or at all;
• the effect of inflation and interest rates, including the impact of changes in tariffs, as well as costs associated with supply chain disruptions;
• the effect from any breach of our, or any of our vendors’, data management systems;
• the dilutive effects of issuing additional securities;
• the potential impact of material weaknesses, if any, in our internal control over financial reporting;
• the outcome of pending or future lawsuits or actions brought by or against us, including those disclosed in our filings with the Securities and Exchange Commission; and
• other risks indicated from time to time in our filings with the Securities and Exchange Commission.
For further information on these and other factors that could impact us and the statements contained herein, refer to Part I. Item 1A. Risk Factors in the 2024 Form 10-K and Part II. Item 1A. Risk Factors herein .
These forward-looking statements are based on management’s present expectations and beliefs about future events. As with any projection or forecast, these statements are inherently susceptible to uncertainty and changes in circumstances. We are under no obligation to, and expressly disclaim any obligation to, update or alter our forward-looking statements whether as a result of such changes, new information, subsequent events or otherwise.
38
Item 3. Quantitative and Qualitative Disclosures About Market Risk
We disclosed a quantitative and qualitative analysis regarding market risk in Part II, Item 7A. Quantitative and Qualitative Disclosures About Market Risk in our 2024 Form 10-K. There have been no material changes in the assumptions used or results obtained regarding market risk since December 31, 2024.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.