Acquisitions

12 Months Ended

Dec. 31, 2021

2021

Investment in Real Estate

During the year ended December 31, 2021, we acquired four RV communities, including Okeechobee KOA Resort, located in Okeechobee, Florida, Pine Haven, located in Cape May, New Jersey, Hope Valley located in Turner, Oregon and Lake Conroe located in Montgomery, Texas and a portfolio of eleven marinas located in Florida, North Carolina, South Carolina, Kentucky and Ohio, containing 5,961 Sites for a combined purchase price of $398.0 million.

During the year ended December 31, 2021, we also completed the acquisition of our joint venture partner’s 50% interest in Voyager RV Resort for total consideration of $77.0 million, including mortgage debt assumption of $40.0 million (see Note 7. Investment in Unconsolidated Joint Ventures). As part of the acquisition, we issued 427,723 Operating Partnership units (see Note 5. Common Stock and Other Equity Related Transactions).

During the year ended December 31, 2021, we acquired a parcel of land located in Myrtle Beach, South Carolina for $110.8 million. The parcel of land is occupied by a portion of an RV community and contains 813 sites. The RV community, including the ELS parcel, is managed by a tenant pursuant to an existing ground lease. We also acquired three land parcels adjacent to three of our properties for a combined purchase price of $37.5 million.

Acquisitions of Business

In December 2021, we completed the acquisition of MHVillage/Datacomp for a purchase price of $43.0 million. MHVillage is the premier online marketplace dedicated to manufactured home buying and selling. Datacomp provides independent, market-based valuations for manufactured homes in land lease communities.

All acquisitions were accounted for as asset acquisitions except MHVillage/Datacomp which was accounted for as a business combination.

2020

During the year ended December 31, 2020, we acquired one MH community, seven RV communities and one marina for a combined purchase price of $209.2 million, including:

•Dolce Vita at Superstition Mountain, an MH community located in Apache Junction, Arizona,

•Meridian RV Resort, an RV community located in Apache Junction, Arizona,

•Marina Dunes RV Park, an RV community located in Marina, California,

•Marker 1 Marina, a marina located in Dunedin, Florida,

•Acorn Campground, an RV community located in Green Creek, New Jersey,

•Topsail Sound, an RV community located in Holly Ridge, North Carolina,

•Harbor Point, an RV community located in Sneads Ferry, North Carolina and

•Leisure World and Trails End, two RV communities located in Weslaco, Texas.

These properties contain 2,772 Sites. We also completed the acquisition of three development assets, including The Resort at Tranquility Lake, located in Cape Coral, Florida, Bayport, located in Jamaica, Virginia and a development property adjacent to our Voyager joint venture, located in Tuscon, Arizona, for a combined purchase price of $23.7 million. We also acquired additional assets, including nine land parcels, for a combined purchase price of $15.2 million. All acquisitions were accounted for as asset acquisitions. As a result of these acquisitions, we assumed approximately $6.9 million of mortgage debt. The remaining purchase price was funded through new debt financing, our unsecured Line of Credit (“LOC”) and available cash.

2019

During the year ended December 31, 2019, we acquired four RV communities, including White Oak Shores, located in Stella, North Carolina, Round Top and Drummer Boy, located in Gettysburg, Pennsylvania and Lake of the Woods, located in Wautoma, Wisconsin for a combined purchase price of $58.3 million. These properties contain 1,614 Sites. As a result of these acquisitions, we assumed approximately $18.6 million of mortgage debt, excluding mortgage premiums of $0.6 million. The

remaining purchase price was funded with available cash. We also completed the acquisition of the remaining interest in our joint venture investment of eleven marinas in Florida for a purchase price of approximately $49.0 million. As part of the acquisition, we also funded the repayment of the joint venture's non-transferable debt of approximately $72.0 million. The transaction was funded with proceeds from the LOC. In addition, the gross carrying value of the joint venture investment of $35.8 million was included in the total fair value of $162.2 million that was allocated to the real estate assets. We also acquired additional assets, including three land parcels, for a combined purchase price of $28.1 million. All acquisitions were accounted for as asset acquisitions.

Fair Value

We engaged third-party valuation firms to assist with our purchase price allocation when necessary. The following table summarizes the fair value of the assets acquired and liabilities assumed for the years ended December 31, 2021, 2020 and 2019, which we determined using Level-3 inputs for land and buildings and other depreciable property and Level-2 inputs for the others:


	Years Ended December 31,
(amounts in thousands)	2021		2020		2019
Assets acquired
Land	$	343,614	$	150,909	$	116,575
Buildings and other depreciable property	265,182		87,749		125,721
Intangible	33,250		—		—
In-place leases (a)	22,135		6,821		5,519
Goodwill	9,586		—		—
Manufactured homes (a)	610		2,621		1,382
Net investment in real estate	$	674,377	$	248,100	$	249,197
Other assets	5,376		153		1,646
Total assets acquired	$	679,753	$	248,253	$	250,843
Liabilities assumed
Mortgage notes payable	$	39,986	$	6,873	$	19,212
Below-market lease liability (b)	8,169		—		—
Other liabilities	17,929		2,313		10,431
Total liabilities assumed	$	66,084	$	9,186	$	29,643
Net assets acquired	$	613,669	$	239,067	$	221,200

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(a)Manufactured homes and in-place leases are included in buildings and other depreciable property on the Consolidated Balance Sheets.

(b)Below-market lease liability is included in accounts payable and other liabilities on the Consolidated Balance Sheets.