EQUITY LIFESTYLE PROPERTIES INC [ELS] Filings

10-Q 1 els-20240930.htm 10-Q els-20240930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________________________________________________

FORM 10-Q

_________________________________________________________


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2024


☐			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)

(312) 279-1400

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

_________________________________________________________

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 an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):


Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

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 is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 191,049,227 shares of Common Stock as of October 24, 2024.

Equity LifeStyle Properties, Inc.

Table of Contents


		Page
Part I - Financial Information
Item 1.	Financial Statements (unaudited)
	Index To Financial Statements
	Consolidated Balance Sheets as of September 30, 2024 and December 31, 2023	3
	Consolidated Statements of Income and Comprehensive Income for the quarters and nine months ended September 30, 2024 and 2023	4
	Consolidated Statements of Changes in Equity for the quarters and nine months ended September 30, 2024 and 2023	5
	Consolidated Statements of Cash Flows for the nine months ended September 30, 2024 and 2023	7
	Notes to Consolidated Financial Statements	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	37
Item 4.	Controls and Procedures	37
Part II - Other Information
Item 1.	Legal Proceedings	38
Item 1A.	Risk Factors	38
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	38
Item 3.	Defaults Upon Senior Securities	38
Item 4.	Mine Safety Disclosures	38
Item 5.	Other Information	38
Item 6.	Exhibits	38

Part I – Financial Information

Item 1. Financial Statements

Equity LifeStyle Properties, Inc.

Consolidated Balance Sheets

(amounts in thousands, except share and per share data)


	September 30, 2024		December 31, 2023
	(unaudited)
Assets
Investment in real estate:
Land	$	2,088,682	$	2,088,657
Land improvements	4,536,573		4,380,649
Buildings and other depreciable property	1,230,614		1,236,985
	7,855,869		7,706,291
Accumulated depreciation	(2,592,258)		(2,448,876)
Net investment in real estate	5,263,611		5,257,415
Cash and restricted cash	40,398		29,937
Notes receivable, net	55,037		49,937
Investment in unconsolidated joint ventures	84,834		85,304
Deferred commission expense	56,050		53,641
Other assets, net	144,189		137,499
Total Assets	$	5,644,119	$	5,613,733

Liabilities and Equity
Liabilities:
Mortgage notes payable, net	$	2,943,999	$	2,989,959
Term loans, net	497,873		497,648
Unsecured line of credit	32,500		31,000
Accounts payable and other liabilities	207,603		151,567
Deferred membership revenue	232,862		218,337
Accrued interest payable	11,991		12,657
Rents and other customer payments received in advance and security deposits	128,345		126,451
Distributions payable	93,407		87,493
Total Liabilities	4,148,580		4,115,112
Equity:
Stockholders' Equity:
Preferred stock, $0.01 par value, 10,000,000 shares authorized as of September 30, 2024 and December 31, 2023; none issued and outstanding.	—		—
Common stock, $0.01 par value, 600,000,000 shares authorized as of September 30, 2024 and December 31, 2023; 186,512,609 and 186,426,281 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively.	1,917		1,917
Paid-in capital	1,648,384		1,644,319
Distributions in excess of accumulated earnings	(219,724)		(223,576)
Accumulated other comprehensive income	(4,764)		6,061
Total Stockholders’ Equity	1,425,813		1,428,721
Non-controlling interests – Common OP Units	69,726		69,900
Total Equity	1,495,539		1,498,621
Total Liabilities and Equity	$	5,644,119	$	5,613,733

The accompanying notes are an integral part of the consolidated financial statements.

Equity LifeStyle Properties, Inc.

Consolidated Statements of Income and Comprehensive Income

(amounts in thousands, except per share data)

(unaudited)


	Quarters Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Revenues:
Rental income	$	314,468	$	303,334	$	931,854	$	888,440
Annual membership subscriptions	16,714		16,673		49,298		48,832
Membership upgrade sales	4,173		3,744		12,170		10,863

Other income	16,440		15,658		48,186		51,283
Gross revenues from home sales, brokered resales and ancillary services	30,839		44,795		98,457		115,841
Interest income	2,430		2,276		7,018		6,623
Income from other investments, net	2,192		2,333		6,860		6,897
Total revenues	387,256		388,813		1,153,843		1,128,779
Expenses:
Property operating and maintenance	129,010		126,846		369,898		361,543
Real estate taxes	20,731		19,017		61,617		56,165
Membership sales and marketing	6,448		5,696		17,871		16,055

Property management	20,165		19,887		59,311		58,710
Depreciation and amortization	50,934		50,968		153,386		152,934
Cost of home sales, brokered resales and ancillary services	22,051		33,471		71,668		85,880
Home selling expenses and ancillary operating expenses	7,336		7,164		20,955		21,258
General and administrative	9,274		9,895		30,248		38,163
Casualty-related charges/(recoveries), net	591		—		(20,422)		—
Other expenses	1,402		1,338		4,120		4,187
Early debt retirement	30		68		30		68
Interest and related amortization	36,497		33,434		106,077		99,144
Total expenses	304,469		307,784		874,759		894,107
Income before income taxes and other items	82,787		81,029		279,084		234,672
Loss on sale of real estate and impairment, net	(1,798)		(949)		(1,798)		(3,581)
Income tax benefit	—		—		239		—

Equity in income of unconsolidated joint ventures	5,874		661		6,736		2,158
Consolidated net income	86,863		80,741		284,261		233,249

Income allocated to non-controlling interests – Common OP Units	(4,042)		(3,772)		(13,230)		(10,981)
Redeemable perpetual preferred stock dividends	—		—		(8)		(8)
Net income available for Common Stockholders	$	82,821	$	76,969	$	271,023	$	222,260

Consolidated net income	$	86,863	$	80,741	$	284,261	$	233,249
Other comprehensive income (loss):
Adjustment for fair market value of swaps	(10,056)		(1,763)		(10,825)		(3,555)
Consolidated comprehensive income	76,807		78,978		273,436		229,694
Comprehensive income allocated to non-controlling interests – Common OP Units	(3,575)		(3,690)		(12,727)		(10,814)
Redeemable perpetual preferred stock dividends	—		—		(8)		(8)
Comprehensive income attributable to Common Stockholders	$	73,232	$	75,288	$	260,701	$	218,872

Earnings per Common Share – Basic	$	0.44	$	0.41	$	1.45	$	1.19

Earnings per Common Share – Fully Diluted	$	0.44	$	0.41	$	1.45	$	1.19

Weighted average Common Shares outstanding – Basic	186,327		186,100		186,311		186,008
Weighted average Common Shares outstanding – Fully Diluted	195,510		195,440		195,507		195,414

The accompanying notes are an integral part of the consolidated financial statements.

Equity LifeStyle Properties, Inc.

Consolidated Statements of Changes in Equity

(amounts in thousands)

(unaudited)


	Common Stock		Paid-in Capital		Redeemable Perpetual Preferred Stock		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive Income (Loss)		Non-controlling Interests – Common OP Units		Total Equity
Balance as of December 31, 2023	$	1,917	$	1,644,319	$	—	$	(223,576)	$	6,061	$	69,900	$	1,498,621


Issuance of Common Stock through employee stock purchase plan	—		382		—		—		—		—		382

Compensation expenses related to restricted stock and stock options	—		1,716		—		—		—		—		1,716
Repurchase of Common Stock or Common OP Units	—		(1,908)		—		—		—		—		(1,908)
Adjustment for Common OP Unitholders in the Operating Partnership	—		58		—		—		—		(58)		—
Adjustment for fair market value of swap	—		—		—		—		(781)		—		(781)
Consolidated net income	—		—		—		109,905		—		5,366		115,271
Distributions	—		—		—		(89,050)		—		(4,348)		(93,398)
Other	—		(157)		—		—		—		—		(157)
Balance as of March 31, 2024	$	1,917	$	1,644,410	$	—	$	(202,721)	$	5,280	$	70,860	$	1,519,746


Issuance of Common Stock through employee stock purchase plan	—		382		—		—		—		—		382

Compensation expenses related to restricted stock and stock options	—		1,767		—		—		—		—		1,767

Adjustment for Common OP Unitholders in the Operating Partnership	—		(76)		—		—		—		76		—
Adjustment for fair market value of swap	—		—		—		—		12		—		12
Consolidated net income	—		—		8		78,297		—		3,822		82,127
Distributions	—		—		(8)		(89,062)		—		(4,347)		(93,417)
Other	—		(323)		—		—		—		—		(323)
Balance as of June 30, 2024	$	1,917	$	1,646,160	$	—	$	(213,486)	$	5,292	$	70,411	$	1,510,294


Issuance of Common Stock through employee stock purchase plan	—		394		—		—		—		—		394

Compensation expenses related to restricted stock and stock options	—		1,535		—		—		—		—		1,535

Adjustment for Common OP Unitholders in the Operating Partnership	—		380		—		—		—		(380)		—
Adjustment for fair market value of swaps	—		—		—		—		(10,056)		—		(10,056)
Consolidated net income	—		—		—		82,821		—		4,042		86,863
Distributions	—		—		—		(89,059)		—		(4,347)		(93,406)
Other	—		(85)		—		—		—		—		(85)
Balance as of September 30, 2024	$	1,917	$	1,648,384	$	—	$	(219,724)	$	(4,764)	$	69,726	$	1,495,539

The accompanying notes are an integral part of the consolidated financial statements.

Equity LifeStyle Properties, Inc.

Consolidated Statements of Changes in Equity (continued)

(amounts in thousands)

(unaudited)


	Common Stock		Paid-in Capital		Redeemable Perpetual Preferred Stock		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive Income (Loss)		Non-controlling interests – Common OP Units		Total Equity
Balance as of December 31, 2022	$	1,916	$	1,628,618	$	—	$	(204,248)	$	19,119	$	72,080	$	1,517,485
Exchange of Common OP Units for Common Stock	—		198		—		—		—		(198)		—

Issuance of Common Stock through employee stock purchase plan	—		363		—		—		—		—		363

Compensation expenses related to restricted stock and stock options	—		2,549		—		—		—		—		2,549
Repurchase of Common Stock or Common OP Units	—		(1,932)		—		—		—		—		(1,932)
Adjustment for Common OP Unitholders in the Operating Partnership	—		168		—		—		—		(168)		—
Adjustment for fair market value of swap	—		—		—		—		(3,978)		—		(3,978)
Consolidated net income	—		—		—		82,371		—		4,088		86,459
Distributions	—		—		—		(83,326)		—		(4,136)		(87,462)
Other	—		(98)		—		—		—		—		(98)
Balance as of March 31, 2023	$	1,916	$	1,629,866	$	—	$	(205,203)	$	15,141	$	71,666	$	1,513,386


Issuance of Common Stock through employee stock purchase plan	—		504		—		—		—		—		504

Compensation expenses related to restricted stock and stock options	—		8,584		—		—		—		—		8,584

Adjustment for Common OP Unitholders in the Operating Partnership	—		(503)		—		—		—		503		—
Adjustment for fair market value of swap	—		—		—		—		2,186		—		2,186
Consolidated net income	—		—		8		62,920		—		3,121		66,049
Distributions	—		—		(8)		(83,357)		—		(4,135)		(87,500)
Other	—		(97)		—		—		—		—		(97)
Balance as of June 30, 2023	$	1,916	$	1,638,354	$	—	$	(225,640)	$	17,327	$	71,155	$	1,503,112
Exchange of Common OP Units for Common Stock	1		812		—		—		—		(813)		—

Issuance of Common Stock through employee stock purchase plan	—		736		—		—		—		—		736

Compensation expenses related to restricted stock and stock options	—		1,799		—		—		—		—		1,799

Adjustment for Common OP Unitholders in the Operating Partnership	—		(27)		—		—		—		27		—
Adjustment for fair market value of swaps	—		—		—		—		(1,763)		—		(1,763)
Consolidated net income	—		—		—		76,969		—		3,772		80,741
Distributions	—		—		—		(83,410)		—		(4,087)		(87,497)
Other	—		(121)		—		—		—		—		(121)
Balance as of September 30, 2023	$	1,917	$	1,641,553	$	—	$	(232,081)	$	15,564	$	70,054	$	1,497,007

The accompanying notes are an integral part of the consolidated financial statements.

Equity LifeStyle Properties, Inc.

Consolidated Statements of Cash Flows

(amounts in thousands)

(unaudited)


	Nine Months Ended September 30,
	2024		2023
Cash Flows From Operating Activities:
Consolidated net income	$	284,261	$	233,249
Adjustments to reconcile consolidated net income to net cash provided by operating activities:
Loss on sale of real estate and impairment, net	1,798		3,581
Early debt retirement	30		68
Depreciation and amortization	157,492		156,967
Amortization of loan costs	3,989		3,637
Debt premium amortization	—		(62)
Equity in income of unconsolidated joint ventures	(6,736)		(2,158)
Distributions of income from unconsolidated joint ventures	1,331		1,155
Proceeds from insurance claims, net	(18,971)		21,770
Compensation expense related to incentive plans	7,226		15,275
Revenue recognized from membership upgrade sales upfront payments	(12,170)		(10,863)
Commission expense recognized related to membership sales	3,397		3,122
Deferred income tax benefit	(239)		—
Changes in assets and liabilities:
Manufactured homes, net	11,379		(31,980)

Notes receivable, net	(5,152)		(4,365)
Deferred commission expense	(5,806)		(5,861)
Other assets, net	(3,675)		(5,076)
Accounts payable and other liabilities	44,659		12,165
Deferred membership revenue	26,697		29,140
Rents and other customer payments received in advance and security deposits	1,894		(1,106)
Net cash provided by operating activities	491,404		418,658
Cash Flows From Investing Activities:
Real estate acquisitions, net	(24)		(9,326)

Investment in unconsolidated joint ventures	(9,299)		(6,060)
Distributions of capital from unconsolidated joint ventures	14,113		3,730
Proceeds from insurance claims, net	18,933		5,309


Capital improvements	(175,629)		(231,172)
Net cash used in investing activities	(151,906)		(237,519)

The accompanying notes are an integral part of the consolidated financial statements.

Equity LifeStyle Properties, Inc.

Consolidated Statements of Cash Flows (continued)

(amounts in thousands)

(unaudited)


	Nine Months Ended September 30,
	2024		2023
Cash Flows From Financing Activities:
Proceeds from stock options and employee stock purchase plan	1,158		1,604

Distributions:
Common Stockholders	(261,538)		(242,994)
Common OP Unitholders	(12,769)		(12,069)
Preferred Stockholders	(8)		(8)

Share based award tax withholding payments	(1,908)		(1,932)
Principal payments and mortgage debt repayment	(48,055)		(148,811)
Mortgage notes payable financing proceeds	—		463,753


Line of credit repayment	(382,000)		(605,000)
Line of credit proceeds	383,500		407,000
Debt issuance and defeasance costs	(6,857)		(5,033)
Other	(560)		(316)
Net cash used in financing activities	(329,037)		(143,806)
Net increase in cash and restricted cash	10,461		37,333
Cash and restricted cash, beginning of period	29,937		22,347
Cash and restricted cash, end of period	$	40,398	$	59,680


	Nine Months Ended September 30,
	2024		2023
Supplemental Information:
Cash paid for interest, net	$	106,715	$	97,297
Cash paid for the purchase of manufactured homes	$	36,003	$	90,477

Real estate acquisitions:
Investment in real estate	$	(24)	$	(10,057)


Other assets, net	—		13





Rents and other customer payments received in advance and security deposits	—		718
Real estate acquisitions, net	$	(24)	$	(9,326)

The accompanying notes are an integral part of the consolidated financial statements.

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 1 – Organization and Basis of Presentation

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 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. We provide our customers the opportunity to place manufactured homes and cottages, RVs and/or boats on our Properties either on a long-term or short-term basis. 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.

Our Properties are owned primarily by the Operating Partnership and managed internally by affiliates of the Operating Partnership. ELS is the sole general partner of the Operating Partnership, has exclusive responsibility and discretion in management and control of the Operating Partnership and held a 95.3% interest as of September 30, 2024. As the general partner with control, ELS is the primary beneficiary of, and therefore consolidates, the Operating Partnership.

Equity method of accounting is applied to entities in which ELS does not have a controlling interest or for variable interest entities in which ELS is not considered the primary beneficiary, but with respect to which it can exercise significant influence over operations and major decisions. Our exposure to losses associated with unconsolidated joint ventures is primarily limited to the carrying value of these investments. Accordingly, distributions from a joint venture in excess of our carrying value are recognized in earnings.

The accompanying unaudited interim consolidated financial statements have been prepared pursuant to Securities and Exchange Commission (“SEC”) rules and regulations for Quarterly Reports on Form 10-Q. Accordingly, they do not include all of the information and note disclosures required by U.S. Generally Accepted Accounting Principles (“GAAP”) for complete financial statements and should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023.

Intercompany balances and transactions have been eliminated. All adjustments to the unaudited interim consolidated financial statements are of a normal, recurring nature and, in the opinion of management, are necessary for a fair presentation of results for these interim periods. Revenues and expenses are subject to seasonal fluctuations and accordingly, quarterly interim results may not be indicative of full year results. Certain prior period amounts have been reclassified on our unaudited interim consolidated financial statements to conform with current year presentation.

Note 2 – Summary of Significant Accounting Policies

(a) Revenue Recognition

Our revenue streams are predominantly derived from customers renting our Sites or entering into membership subscriptions. Leases with customers renting our Sites are accounted for as operating leases. The rental income associated with these leases is accounted for in accordance with the Accounting Standards Codification (“ASC”) 842, Leases, and is recognized over the term of the respective lease or the length of a customer’s stay. MH Sites are generally leased on an annual basis to residents who own or lease factory-built homes, including manufactured homes. RV and marina Sites are leased to those who generally have an RV, factory-built cottage, boat or other unit placed on the site, including those customers renting marina dry storage slips. Annual Sites are leased on an annual basis, including those Northern Properties that are open for the summer season. Seasonal Sites are leased to customers generally for one to six months. Transient Sites are leased to customers on a short-term basis. We do not separate expenses reimbursed by our customers (“utility recoveries”) from the associated rental income as we meet the practical expedient criteria of ASC 842, Leases to combine the lease and non-lease components. We assessed the criteria and concluded that the timing and pattern of transfer for rental income and the associated utility recoveries are the same and, as our leases qualify as operating leases, we account for and present rental income and utility recoveries as a single component under Rental income in our Consolidated Statements of Income and Comprehensive Income. In addition, customers may lease homes that are located in our communities. These leases are accounted for as operating leases. Rental income derived from customers leasing homes is also accounted for in accordance with ASC 842, Leases and is recognized over the term of the respective lease. The allowance for credit losses related to the collectability of lease receivables is presented as a reduction to Rental income. Lease receivables are presented within Other assets, net on the Consolidated Balance Sheets and are net of an allowance for credit losses. The estimate for credit losses is a result of our ongoing assessments and evaluations of collectability, including historical loss experience, current market conditions and future expectations in forecasting credit losses.

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 2 – Summary of Significant Accounting Policies (continued)

Annual membership subscriptions and membership upgrade sales are accounted for in accordance with ASC 606, Revenue from Contracts with Customers. Membership subscriptions provide our customers access to specific Properties for limited stays at a specified group of Properties. Payments are deferred and recognized on a straight-line basis over the one-year period during which access to Sites at certain Properties is provided. Membership subscription receivables are presented within Other assets, net on the Consolidated Balance Sheets and are net of an allowance for credit losses. Membership upgrades grant certain additional access rights to the customer and require non-refundable upfront payments. The non-refundable upfront payments are recognized on a straight-line basis over 20 years. Financed upgrade sales (also known as contract receivables) are presented within Notes receivable, net on the Consolidated Balance Sheets and are net of an allowance for credit losses.

Revenue from home sales is recognized when the earnings process is complete. The earnings process is complete when the home has been delivered, the purchaser has accepted the home and title has transferred. We have a limited program under which we purchase loans made by an unaffiliated lender to homebuyers at our Properties. Financed home sales (also known as chattel loans) are presented within Notes receivable, net on the Consolidated Balance Sheets and are net of an allowance for credit losses.

(b) Restricted Cash

As of September 30, 2024 and December 31, 2023, restricted cash consisted of $21.9 million and $25.7 million, respectively, primarily related to cash reserved for customer deposits and escrows for insurance and real estate taxes.

We carry comprehensive insurance coverage for losses resulting from property damage and environmental liability and business interruption claims on all of our properties. We record the estimated amount of expected insurance proceeds for property damage, clean-up costs and other losses incurred as an asset (typically a receivable from our insurance carriers) and income up to the amount of the losses incurred when receipt of insurance proceeds is deemed probable. Any amount of insurance recovery in excess of the losses incurred and any amount of insurance recovery related to business interruption are considered a gain contingency and will be recognized in the period in which the insurance proceeds are received. During the nine months ended September 30, 2024 and September 30, 2023, we recognized approximately $3.5 million and $12.1 million, respectively, of expense related to debris removal and cleanup related to Hurricane Ian and Hurricane Helene. We recorded an offsetting insurance recovery revenue accrual for Hurricane Ian of $2.5 million and $12.1 million, respectively, to offset the expenses incurred during the same period. During the nine months ended September 30, 2024 and September 30, 2023, we also recorded $21.5 million and zero, respectively, of insurance recovery revenue in excess of expenses and business interruption proceeds 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.

(d) New Accounting Pronouncements

In November 2023, the FASB issued Accounting Standards Update 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which aims to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The amendments in ASU 2023-07 do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the impact of ASU 2023-07 on our consolidated financial statements.

In March 2024, the Securities and Exchange Commission (“SEC”) adopted final rules under SEC Release No. 33-11275, The Enhancement and Standardization of Climate-Related Disclosures for Investors, that requires registrants to provide climate-related disclosures in their annual reports and registration statements. On April 4, 2024, the SEC voluntarily stayed implementation of the final rule pending the completion of judicial review. We are currently evaluating the impact of the rule on our disclosures.

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 3 – Leases

Lessor

The leases entered into between a customer and us for rental of a Site are renewable upon the consent of both parties or, in some instances, as provided by statute. Long-term leases that are non-cancelable by the tenants are in effect at certain Properties. Rental rate increases at these Properties are primarily a function of increases in the Consumer Price Index, taking into consideration certain other factors. Additionally, periodic market rate adjustments are made as deemed appropriate. In addition, certain state statutes allow entry into long-term agreements that effectively modify lease terms related to rent amounts and increases over the term of the agreements. The following table presents future minimum rents expected to be received under long-term non-cancelable tenant leases, as well as those leases that are subject to long-term agreements governing rent payments and increases:


(amounts in thousands)	As of September 30, 2024
2024	$	33,925
2025	136,950
2026	40,424
2027	39,173
2028	26,010
Thereafter	52,669
Total	$	329,151

Lessee

We lease land under non-cancelable operating leases at 10 Properties expiring on various dates between 2028 and 2054. The majority of the leases have terms requiring fixed payments plus additional rents based on a percentage of gross revenues at those Properties. We also have other operating leases, primarily office space, expiring at various dates through 2033. For the quarters ended September 30, 2024 and 2023, total operating lease payments were $1.8 million and $1.6 million, respectively. For the nine months ended September 30, 2024 and 2023, total operating lease payments were $5.1 million and $4.9 million, respectively.

The following table summarizes our minimum future rental payments, excluding variable costs, which are discounted by our incremental borrowing rate to calculate the lease liability for our operating leases as of September 30, 2024:


	As of September 30, 2024
(amounts in thousands)	Ground Leases		Office and Other Leases		Total
2024	$	153	$	1,888	$	2,041
2025	680		3,749		4,429
2026	684		3,456		4,140
2027	689		3,195		3,884
2028	685		3,022		3,707
Thereafter	3,840		10,885		14,725
Total undiscounted rental payments	6,731		26,195		32,926
Less imputed interest	(1,661)		(3,647)		(5,308)
Total lease liabilities	$	5,070	$	22,548	$	27,618

Right-of-use (“ROU”) assets and lease liabilities from our operating leases, included within Other assets, net and Accounts payable and other liabilities on the Consolidated Balance Sheets, were $24.4 million and $27.6 million, respectively, as of September 30, 2024. The weighted average remaining lease term for our operating leases was eight years and the weighted average incremental borrowing rate was 4.1% as of September 30, 2024.

ROU assets and lease liabilities from our operating leases, included within Other assets, net and Accounts payable and other liabilities on the Consolidated Balance Sheets, were $23.6 million and $25.7 million, respectively, as of December 31, 2023. The weighted average remaining lease term for our operating leases was eight years and the weighted average incremental borrowing rate was 3.9% as of December 31, 2023.

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 4 – Earnings Per Common Share

The following table sets forth the computation of basic and diluted earnings per share of common stock (“Common Share”) for the quarters and nine months ended September 30, 2024 and 2023:


	Quarters Ended September 30,				Nine Months Ended September 30,
(amounts in thousands, except per share data)	2024		2023		2024		2023
Numerators:
Net income available for Common Stockholders – Basic	$	82,821	$	76,969	$	271,023	$	222,260
Amounts allocated to non controlling interest (dilutive securities)	4,042		3,772		13,230		10,981
Net income available for Common Stockholders – Fully Diluted	$	86,863	$	80,741	$	284,253	$	233,241
Denominators:
Weighted average Common Shares outstanding – Basic	186,327		186,100		186,311		186,008
Effect of dilutive securities:
Exchange of Common OP Units for Common Shares	9,105		9,235		9,105		9,246
Stock options and restricted stock	78		105		91		160
Weighted average Common Shares outstanding and OP Units – Fully Diluted	195,510		195,440		195,507		195,414

Earnings per Common Share – Basic	$	0.44	$	0.41	$	1.45	$	1.19

Earnings per Common Share – Fully Diluted	$	0.44	$	0.41	$	1.45	$	1.19

Note 5 – Common Stock and Other Equity Related Transactions

Common Stockholder Distribution Activity

The following quarterly distributions have been declared and paid to Common Stockholders and the Operating Partnership unit (“OP Unit”) holders since January 1, 2023:

Distribution Amount Per Share

For the Quarter Ended

Stockholder Record Date

Payment Date

$0.4475

March 31, 2023

April 14, 2023

$0.4475

June 30, 2023

July 14, 2023

$0.4475

September 30, 2023

September 29, 2023

October 13, 2023

$0.4475

December 31, 2023

December 29, 2023

January 12, 2024

$0.4775

March 31, 2024

March 28, 2024

April 12, 2024

$0.4775

June 30, 2024

June 28, 2024

July 12, 2024

$0.4775

September 30, 2024

September 27, 2024

October 11, 2024

Exchanges

Subject to certain limitations, OP Unit holders can request an exchange of any or all of their OP Units for shares of Common Stock at any time. Upon receipt of such a request, we may, in lieu of issuing shares of Common Stock, cause the Operating Partnership to pay cash. There were no OP units exchanged for Common Stock during the nine months ended September 30, 2024 and 131,192 OP Units exchanged for an equal number of shares of Common Stock during the nine months ended September 30, 2023.

Equity Offering Program

On February 28, 2024, we entered into a new at-the-market (“ATM”) equity offering program, 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 $500.0 million. As of September 30, 2024, the full capacity of our ATM equity offering program remained available for issuance. In October 2024, we sold approximately 4.5 million shares of our common stock at a price of $70.00 from our at-the-market (“ATM”) offering program. See Note 14. Subsequent Events for additional information.

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 6 – Investment in Real Estate

Impairment

Following Hurricane Helene, which made landfall in Florida on September 26, 2024, we recorded a $1.8 million reduction in the carrying value of certain assets, which is included in Loss on sale of real estate and impairment, net in the Consolidated Statements of Income for the quarter and nine months ended September 30, 2024. During the quarter and nine months ended September 30, 2023, we recorded impairment charges of approximately $0.9 million related to storm events at certain properties in Florida and $3.6 million related to flooding events in California, respectively.

Note 7 – Investment in Unconsolidated Joint Ventures

The following table summarizes our investments in unconsolidated joint ventures (investment and income/(loss) amounts in thousands):


						Investment as of				Income/(Loss) for the Nine Months Ended
Investment	Location	Number of Sites	Economic Interest (a)			September 30, 2024		December 31, 2023		September 30, 2024		September 30, 2023
Meadows	Various	1,077	50	%		$	407	$	534	$	7,360	$	1,649
Lakeshore	Florida	721			(b)	3,764		3,387		665		487
Voyager	Arizona	—	—	%	(c)	—		—		—		694
ECHO JV	Various	—	50	%		2,797		2,773		24		(199)
RVC	Various	1,489	80	%	(d)	62,534		62,441		(801)		(297)
Mulberry Farms	Arizona	200	50	%		9,795		10,546		(625)		96
Hiawassee KOA JV	Georgia	283	50	%		5,537		5,623		113		(272)
		3,770				$	84,834	$	85,304	$	6,736	$	2,158

_____________________

(a)The percentages shown approximate our economic interest as of September 30, 2024. Our legal ownership interest may differ.

(b)Includes two joint ventures in which we own a 65% interest in each and the Crosswinds joint venture in which we own a 49% interest.

(c)In March 2023, we sold our 33% interest in the utility plant servicing Voyager RV Resort.

(d)Includes three joint ventures which include eight operating RV communities and one RV property under development.

We received approximately $15.4 million and $4.9 million in distributions from our unconsolidated joint ventures for the nine months ended September 30, 2024 and 2023, respectively. Approximately $7.0 million and $1.4 million of the distributions made to us exceeded our basis in our unconsolidated joint ventures for the nine months ended September 30, 2024 and 2023, respectively, and as such, were recorded as income from unconsolidated joint ventures.

Note 8 – Borrowing Arrangements

Mortgage Notes Payable

Our mortgage notes payable are classified as Level 2 in the fair value hierarchy. The following table presents the fair value of our mortgage notes payable:


	As of September 30, 2024				As of December 31, 2023
(amounts in thousands)	Fair Value		Carrying Value		Fair Value		Carrying Value
Mortgage notes payable, excluding deferred financing costs	$	2,554,898	$	2,969,092	$	2,425,384	$	3,017,149

The weighted average interest rate on our outstanding mortgage indebtedness, including the impact of loan cost amortization on mortgage indebtedness, as of September 30, 2024, was approximately 3.9% per annum. The debt bears interest at stated rates ranging from 2.4% to 5.1% per annum and matures on various dates ranging from 2025 to 2041. The debt encumbered a total of 120 of our Properties as of both September 30, 2024 and December 31, 2023, and the gross carrying value of such Properties was approximately $3,245.6 million and $3,194.1 million, as of September 30, 2024 and December 31, 2023, respectively.

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 8 - Borrowing Arrangements (continued)

Unsecured Debt

We previously entered into a Third Amended and Restated Credit Agreement (“Credit Agreement”), pursuant to which we have access to a $500.0 million unsecured line of credit (“LOC”) and a $300.0 million senior unsecured term loan (the “$300 million Term Loan”). We have the option to increase the borrowing capacity of the LOC by $200.0 million, subject to certain conditions. The LOC bears interest at a rate of the Secured Overnight Financing Rate (“SOFR”) plus 0.10% plus 1.25% to 1.65% and requires an annual facility fee of 0.20% to 0.35%. The $300 million Term Loan has an interest rate of SOFR plus 0.10% plus 1.40% to 1.95% per annum. For both the LOC and the $300 million Term Loan, the spread over SOFR is variable based on leverage throughout the respective loan terms. On July 18, 2024, we entered into a Second Amendment to the Third Amended and Restated Credit Agreement (the “Second Amendment”). Pursuant to the Second Amendment, the LOC maturity date was extended to July 18, 2028, and this term can be extended for two additional six-month terms, subject to certain conditions. We also have an option to extend the maturity date on the $300 million Term Loan to April 16, 2027. All other material terms, including interest rate terms, remain the same. On October 3, 2024, we repaid the $300 million Term Loan. See Note 14. Subsequent Events for additional information.

During the year ended December 31, 2022, we entered into a $200.0 million senior unsecured term loan agreement (the “$200.0 million Term Loan”). The maturity date is January 21, 2027, with an interest rate of SOFR plus 0.10% plus 1.20% to 1.70%, depending on leverage levels.

The LOC had a balance of $32.5 million and $31.0 million outstanding as of September 30, 2024 and December 31, 2023, respectively. As of September 30, 2024, our LOC had a remaining borrowing capacity of $467.4 million.

As of September 30, 2024, we were in compliance in all material respects with the covenants in all our borrowing arrangements.

Note 9 – Derivative Instruments and Hedging

Cash Flow Hedges of Interest Rate Risk

We record all derivatives at fair value. Our objective in utilizing interest rate derivatives is to add stability to our interest expense and to manage our exposure to interest rate movements. We do not enter into derivatives for speculative purposes.

In March 2021, we entered into a Swap Agreement (the “2021 Swap”), with a notional amount of $300.0 million allowing us to trade the variable interest rate associated with our $300.0 million Term Loan for a fixed interest rate. In March 2023, we amended the 2021 Swap agreement to reflect the change in the $300.0 million Term Loan interest rate benchmark from LIBOR to SOFR (see Note 8. Borrowing Arrangements). The 2021 Swap had a fixed interest rate of 0.41% per annum. The 2021 Swap matured on March 25, 2024.

In April 2023, we entered into a Swap Agreement (the “2023 Swap”) with a notional amount of $200.0 million allowing us to trade the variable interest rate associated with our $200.0 million Term Loan for a fixed interest rate. The 2023 Swap has a fixed interest rate of 3.68% per annum and matures on January 21, 2027. Based on the leverage as of September 30, 2024, our spread over SOFR was 1.20% resulting in an estimated all-in interest rate of 4.88% per annum.

In April 2024, we entered into three Swap Agreements (“2024 Swaps”) with an aggregate notional value of $300.0 million allowing us to trade the variable interest rate associated with our $300.0 million Term Loan (see Note 8. Borrowing Arrangements) for a fixed interest rate. The 2024 Swaps have a weighted average fixed interest rate of 4.65% per annum and mature on April 17, 2026. Based on the leverage as of September 30, 2024, our spread over SOFR was 1.40% resulting in an estimated weighted average all-in fixed interest rate of 6.05% per annum. On October 3, 2024, we terminated the 2024 Swaps in connection with the repayment of the $300 million Term Loan. See Note 14. Subsequent Events for additional information.

Our derivative financial instruments are classified as Level 2 in the fair value hierarchy. The following table presents the fair value of our derivative financial instruments:


		As of September 30,		As of December 31,
(amounts in thousands)	Balance Sheet Location	2024		2023
Interest Rate Swaps	Other assets, net	$	—	$	6,061
Interest Rate Swaps	Accounts payable and other liabilities	(4,764)		—

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 9 – Derivative Instruments and Hedging (continued)

The following table presents the effect of our derivative financial instrument on the Consolidated Statements of Income and Comprehensive Income:


Derivatives in Cash Flow Hedging Relationship	Amount of (gain)/loss recognized in OCI on derivative for the nine months ended September 30,				Location of (gain)/ loss reclassified from Accumulated OCI into income	Amount of (gain)/loss reclassified from Accumulated OCI into income for the nine months ended September 30,
(amounts in thousands)	2024		2023		(amounts in thousands)	2024		2023
Interest Rate Swaps	$	2,168	$	(9,364)	Interest Expense	$	(8,657)	$	(12,919)

During the next twelve months, we estimate that $0.4 million will be reclassified from Accumulated other comprehensive income (loss) as a decrease to interest expense related to the 2023 Swap. This estimate may be subject to change as the underlying SOFR changes. On October 3, 2024, we terminated the 2024 Swaps and will reclassify $4.4 million from Accumulated other comprehensive income (loss) as an increase to early debt termination expense. See Note 14. Subsequent Events for additional information. We determined that no adjustment was necessary for non-performance risk on our derivative obligation. As of September 30, 2024, we had not posted any collateral related to the 2023 Swap or 2024 Swaps.

Note 10 - Deferred Revenue from Membership Upgrade Sales and Deferred Commission Expense

The components of the change in deferred revenue from membership upgrades and deferred commission expense were as follows:


(amounts in thousands)	Nine Months Ended September 30, 2024		Nine Months Ended September 30, 2023
Deferred revenue - upfront payments from membership upgrade sales, beginning	$	206,625	$	185,660
Membership upgrade sales	26,404		28,041
Revenue recognized from membership upgrade sales upfront payments	(12,170)		(10,863)
Net increase in deferred revenue - upfront payments from membership grade sales	14,234		17,178
Deferred revenue - upfront payments from membership upgrade sales, ending (a)	$	220,859	$	202,838

Deferred commission expense, beginning	$	53,641	$	50,441
Deferred commission expense	5,806		5,850
Commission expense recognized	(3,397)		(3,122)
Net increase in deferred commission expense	2,409		2,728
Deferred commission expense, ending	$	56,050	$	53,169

_____________________

(a)Included in Deferred membership revenue on the Consolidated Balance Sheets.

Note 11 – Equity Incentive Awards

Our 2014 Equity Incentive Plan (the “2014 Plan”) was adopted by the Board of Directors on March 11, 2014 and approved by our stockholders on May 13, 2014.

During the quarter ended March 31, 2024, 90,378 shares of restricted stock were awarded to certain members of our management team. Of these shares, 50% are time-based awards, vesting in equal installments over a three-year period on February 4, 2025, February 3, 2026 and February 7, 2027, respectively, and have a grant date fair value of $3.0 million. The remaining 50% are performance-based awards vesting in equal installments on February 4, 2025, February 3, 2026 and February 7, 2027, respectively, upon meeting performance conditions as established by the Compensation Committee in the year of the vesting period. They are valued using the closing price at the grant date when all the key terms and conditions are known to all parties. The 15,062 shares of restricted stock subject to 2024 performance goals have a grant date fair value of $1.0 million.

Our 2024 Equity Incentive Plan (the “2024 Plan”) was adopted by our Board of Directors on February 6, 2024 and approved by our stockholders on April 30, 2024. The 2024 Plan replaces the 2014 Plan and is the sole plan available to us to provide equity incentive compensation to eligible participants as of its adoption. No further awards will be granted under the 2014 Plan. The 2024 Plan authorizes grants of options, restricted stock, and other forms of equity-based compensation, subject

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 11 – Equity Incentive Awards (continued)

to conditions and restrictions determined by the Compensation Committee. Our Compensation Committee (or our Board of Directors with respect to awards made to our independent directors) determines the terms and conditions of each award at the time of grant, including whether payment of awards may be subject to the achievement of performance goals, consistent with the provisions of the 2024 Plan. A maximum of 3,766,336 shares of common stock are available for grant under the 2024 Plan.

During the quarter ended June 30, 2024, we awarded to certain members of our Board of Directors 16,626 shares of restricted stock at a fair value of approximately $1.0 million and options to purchase 29,855 shares of common stock with an exercise price of $60.29. These are time-based awards subject to various vesting dates between November 1, 2024 and April 30, 2027.

Stock-based compensation expense, reported in General and administrative expense on the Consolidated Statements of Income and Comprehensive Income, was $1.5 million and $1.8 million for the quarters ended September 30, 2024 and 2023, respectively, and $5.0 million and $12.9 million for the nine months ended September 30, 2024 and 2023, respectively. Stock-based compensation expense of $12.9 million for the nine months ended September 30, 2023 includes accelerated vesting of stock-based compensation expense of $6.3 million recognized during the quarter ended June 30, 2023, as a result of the passing of a member of our Board of Directors.

Note 12 – Commitments and Contingencies

We are involved in various legal and regulatory proceedings (“Proceedings”) arising in the ordinary course of business. The Proceedings include, but are not limited to, legal claims made by employees, vendors and customers, and notices, consent decrees, information requests, additional permit requirements and other similar enforcement actions by governmental agencies relating to our utility infrastructure, including water and wastewater treatment plants and other waste treatment facilities and electrical systems. Additionally, in the ordinary course of business, our operations are subject to audit by various taxing authorities. Management believes these Proceedings taken together do not represent a material liability. In addition, to the extent any such Proceedings or audits relate to newly acquired Properties, we consider any potential indemnification obligations of sellers in our favor.

Beginning on August 31, 2023 through December 4, 2023, certain private party plaintiffs filed several putative class actions in the U.S. District Court for the Northern District of Illinois, Eastern Division, against Datacomp Appraisal Systems, Inc. (“Datacomp”) and several owner/operators of manufactured housing communities, including ELS (the “Datacomp Litigation”), alleging that the community owner/operators used JLT Market Reports produced by Datacomp to conspire to raise manufactured home lot rents in violation of Section 1 of the Sherman Act. ELS purchased Datacomp in connection with the MHVillage/Datacomp acquisition during the year ended December 31, 2021. On December 15, 2023, the plaintiffs filed an amended consolidated complaint captioned, In re Manufactured Home Lot Rents Antitrust Litigation, No. 1:23-cv-6715. Plaintiffs seek both injunctive relief and monetary damages, including attorneys’ fees. The defendants filed a motion to dismiss on January 29, 2024.

We believe that the Datacomp Litigation is without merit, and we intend to vigorously defend our interests in this matter. As of September 30, 2024, we have not made an accrual, as we are unable to predict the outcome of this matter or reasonably estimate any possible loss.

Note 13 - Reportable Segments

We have identified two reportable segments: (i) Property Operations and (ii) Home Sales and Rentals Operations. The Property Operations segment owns and operates land lease Properties and the Home Sales and Rentals Operations segment purchases, sells and leases homes at the Properties. The distribution of the Properties throughout the United States reflects our belief that geographic diversification helps insulate the portfolio from regional economic influences.

All revenues were from external customers and there is no customer who contributed 10% or more of our total revenues during the quarters or nine months ended September 30, 2024 or 2023.

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 13 – Reportable Segments (continued)

The following tables summarize our segment financial information for the quarters and nine months ended September 30, 2024 and 2023:

Quarter Ended September 30, 2024


(amounts in thousands)	Property Operations		Home Sales and Rentals Operations		Consolidated
Operations revenues	$	362,304	$	20,330	$	382,634
Operations expenses	(188,217)		(17,524)		(205,741)
Income from segment operations	174,087		2,806		176,893
Interest income	1,916		474		2,390
Depreciation and amortization	(48,528)		(2,406)		(50,934)
Loss on sale of real estate and impairment, net	(1,798)		—		(1,798)
Income from operations	$	125,677	$	874	$	126,551
Reconciliation to consolidated net income:
Corporate interest income					40
Income from other investments, net					2,192
General and administrative					(9,274)
Casualty-related charges/(recoveries), net					(591)
Other expenses					(1,402)
Interest and related amortization					(36,497)

Equity in income of unconsolidated joint ventures					5,874
Early debt retirement					(30)
Consolidated net income					$	86,863

Total assets	$	5,397,984	$	246,135	$	5,644,119
Capital improvements	$	55,690	$	2,708	$	58,398

Quarter Ended September 30, 2023


(amounts in thousands)	Property Operations		Home Sales and Rentals Operations		Consolidated
Operations revenues	$	351,243	$	32,961	$	384,204
Operations expenses	(183,579)		(28,502)		(212,081)
Income from segment operations	167,664		4,459		172,123
Interest income	1,637		631		2,268
Depreciation and amortization	(48,242)		(2,726)		(50,968)
Loss on sale of real estate and impairment, net	(949)		—		(949)
Income from operations	$	120,110	$	2,364	$	122,474
Reconciliation to consolidated net income:
Corporate interest income					8
Income from other investments, net					2,333
General and administrative					(9,895)
Other expenses					(1,338)
Interest and related amortization					(33,434)
Equity in income of unconsolidated joint ventures					661
Early debt retirement					(68)
Consolidated net income					$	80,741

Total assets	$	5,351,993	$	274,298	$	5,626,291
Capital improvements	$	79,750	$	2,420	$	82,170

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 13 – Reportable Segments (continued)

Nine Months Ended September 30, 2024


(amounts in thousands)	Property Operations		Home Sales and Rentals Operations		Consolidated
Operations revenues	$	1,069,027	$	70,938	$	1,139,965
Operations expenses	(540,673)		(60,647)		(601,320)
Income from segment operations	528,354		10,291		538,645
Interest income	5,361		1,487		6,848
Depreciation and amortization	(145,920)		(7,466)		(153,386)
Loss on sale of real estate and impairment, net	(1,798)		—		(1,798)
Income from operations	$	385,997	$	4,312	$	390,309
Reconciliation to consolidated net income:
Corporate interest income					170
Income from other investments, net					6,860
General and administrative					(30,248)
Casualty-related charges/(recoveries), net					20,422
Other expenses					(4,120)
Interest and related amortization					(106,077)
Income tax benefit					239
Equity in income of unconsolidated joint ventures					6,736
Early debt retirement					(30)
Consolidated net income					$	284,261

Total assets	$	5,397,984	$	246,135	$	5,644,119
Capital improvements	$	165,791	$	9,838	$	175,629

Nine Months Ended September 30, 2023


(amounts in thousands)	Property Operations		Home Sales and Rentals Operations		Consolidated
Operations revenues	$	1,029,609	$	85,650	$	1,115,259
Operations expenses	(526,052)		(73,559)		(599,611)
Income from segment operations	503,557		12,091		515,648
Interest income	4,819		1,782		6,601
Depreciation and amortization	(144,659)		(8,275)		(152,934)
Loss on sale of real estate and impairment, net	(3,581)		—		(3,581)
Income from operations	$	360,136	$	5,598	$	365,734
Reconciliation to consolidated net income:
Corporate interest income					22
Income from other investments, net					6,897
General and administrative					(38,163)
Other expenses					(4,187)
Interest and related amortization					(99,144)
Equity in income of unconsolidated joint ventures					2,158
Early debt retirement					(68)
Consolidated net income					$	233,249

Total assets	$	5,351,993	$	274,298	$	5,626,291
Capital improvements	$	208,576	$	22,596	$	231,172

Equity LifeStyle Properties, Inc.

Notes to Consolidated Financial Statements

Note 13 – Reportable Segments (continued)

The following table summarizes our financial information for the Property Operations segment for the quarters and nine months ended September 30, 2024 and 2023:


	Quarters Ended September 30,				Nine Months Ended September 30,
(amounts in thousands)	2024		2023		2024		2023
Revenues:
Rental income	$	311,072	$	299,781	$	921,555	$	877,310
Annual membership subscriptions	16,714		16,673		49,298		48,832
Membership upgrade sales	4,173		3,744		12,170		10,863
Other income	16,440		15,658		48,186		51,283
Gross revenues from ancillary services	13,905		15,387		37,818		41,321
Total property operations revenues	362,304		351,243		1,069,027		1,029,609
Expenses:
Property operating and maintenance	127,616		125,081		365,563		357,660
Real estate taxes	20,731		19,017		61,617		56,165
Membership sales and marketing	6,448		5,696		17,871		16,055

Cost of ancillary services	7,520		8,226		20,021		20,562
Ancillary operating expenses	5,737		5,672		16,290		16,900
Property management	20,165		19,887		59,311		58,710
Total property operations expenses	188,217		183,579		540,673		526,052
Income from property operations segment	$	174,087	$	167,664	$	528,354	$	503,557

The following table summarizes our financial information for the Home Sales and Rentals Operations segment for the quarters and nine months ended September 30, 2024 and 2023: