Investment in Real Estate

Land improvements consist primarily of improvements such as grading, landscaping and infrastructure items such as streets, sidewalks or water mains. Buildings and other depreciable property consist of permanent buildings in the Properties such as clubhouses, laundry facilities, maintenance storage facilities, rental units and furniture, fixtures, equipment, and in-place leases.

Acquisitions

All acquisitions have been accounted for utilizing the acquisition method of accounting in accordance with FASB ASC 805 and, accordingly, the results of operations of acquired assets are included in the statements of operations from the dates of acquisition. Certain purchase price adjustments may be made within one year following the acquisition and applied retroactively to the date of acquisition.

In January 2014, we completed the acquisition of two resort properties, Blackhawk Resort, a 490-Site property and Lakeland Resort, a 682-Site property. On December 17, 2013, we closed on the acquisition of Neshonoc Resort, a 284-Site property. The portfolio purchase price of $31.8 million was funded with available cash and the assumption of mortgage debt of approximately $18.7 million, excluding note premiums of $1.3 million.

On March 10, 2014, we exercised a purchase option and purchased the land related to our Colony Cove Property which was part of our 2011 Hometown acquisition. The total purchase price of $35.9 million was funded with available cash. In connection with the acquisition of the land, we terminated the ground lease related to the Property. During the quarter ended March 31, 2014, we received the final distribution of 51,290 shares of our common stock from the escrow funded by the seller.

During the year ended December 31, 2013, we acquired Fiesta Key, a resort Property with 324 Sites for a purchase price of approximately $24.6 million funded with available cash. We also acquired from certain affiliates of Riverside Communities three manufactured home communities (the “Riverside Acquisition”) located in the Chicago metropolitan area collectively containing approximately 1,207 Sites for a stated purchase price of $102.0 million. The purchase price was funded with approximately $9.7 million of limited partnership interests in our Operating Partnership, equivalent to 240,969 OP units, and the remainder was funded with available cash.

The following table summarizes the estimated fair value of the assets acquired and liabilities assumed in the acquisitions for the quarter ended March 31, 2014 and year ended December 31, 2013, which we determined using level two and level three inputs (amounts in thousands):



	Quarter Ended March 31, 2014		Year Ended December 31, 2013
Assets acquired
Land	$	40,807	$	41,022
Depreciable property	20,632		87,306
Manufactured homes	769		1,155
In-place leases	773		3,910
Net investment in real estate	$	62,981	$	133,393
Other Assets	$	1,197	$	1,025
Total Assets acquired	$	64,178	$	134,418

Liabilities assumed
Mortgage notes payable	14,230		5,382
Other liabilities	2,757		1,777
Total Liabilities assumed	16,987		7,159
Net assets acquired	$	47,191	$	127,259

Dispositions and real estate held for disposition

During the year ended December 31, 2013, we closed on the sale of 11 manufactured home communities located in Michigan (the “Michigan Properties”) collectively containing approximately 5,344 sites for a net purchase price of approximately $165.0 million.

Results of operations for the Michigan Properties have been presented separately as discontinued operations for the quarter ended March 31, 2013 in the Consolidated Statements of Income and Comprehensive Income. The following table summarizes the components of income and expense relating to discontinued operations for the quarter ended March 31, 2013 (amounts in thousands):



	Quarter Ended
	March 31,
	2013
Community base rental home income	$	5,037
Rental income	770
Utility and other income	483
Discontinued property operating revenues	6,290
Property operating expenses	2,567
Income from discontinued property operations	3,723
Loss from home sales operations	(34		)
Other income and expenses	272
Interest and amortization	(130		)
Depreciation and in place lease amortization	(763		)
Discontinued operations, net	$	3,068

During the year ended December 31, 2013, we recognized approximately $1.0 million of gain on the sale of a property as a result of a new U.S. Federal tax law that eliminated a previously accrued built-in-gain tax liability related to the disposition of the Cascade property during 2012.

As of March 31, 2014, we have no properties designated as held for disposition pursuant to FASB ASC 360-10-35.