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EXCEL - IDEA: XBRL DOCUMENT - UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II /MI/Financial_Report.xls
EX-31.1 - EXHIBIT 31.1 - UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II /MI/v393043_ex31-1.htm
EX-32.1 - EXHIBIT 32.1 - UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II /MI/v393043_ex32-1.htm
EX-31.2 - EXHIBIT 31.2 - UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II /MI/v393043_ex31-2.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarter Ended September 30, 2014

¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Commission File No. 0-16701

 

UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,

a Michigan Limited Partnership

(Exact name of registrant as specified in its charter)

 

 MICHIGAN

(State or other jurisdiction of

incorporation or organization)

 38-2702802

(I.R.S. employer

identification number)

 

280 Daines Street, Birmingham, Michigan 48009

(Address of principal executive offices) (Zip Code)

(248) 645-9220

(Registrant's telephone number, including area code)

 

Securities registered pursuant to Section 12(g) of the Act:

units of beneficial assignments of limited partnership interest

 

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 x No ¨

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ¨   No ¨

 

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated filer ¨ Accelerated filer ¨  Non-accelerated filer ¨ Smaller reporting company x

 

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes ¨ No x

 

As of September 30, 2014, the number of units of limited partnership interest of the registrant outstanding was 3,303,387.  The Partnership units of interest are not traded in any public market.

 

 
 

 

UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,

A MICHIGAN LIMITED PARTNERSHIP

 

INDEX

 

    Page
     
PART I FINANCIAL INFORMATION  
     
ITEM 1. FINANCIAL STATEMENTS  
     
  Balance Sheets September 30, 2014 (Unaudited) and December 31, 2013 3
     
  Statements of Operations Nine and Three months ended September 30, 2014 and 2013 (Unaudited) 4
     
  Statement of Partners’ Equity Nine months ended September 30, 2014 (Unaudited) 4
     
  Statements of Cash Flows Nine months ended September 30, 2014 and 2013 (Unaudited) 5
     
  Notes to Financial Statements September 30, 2014 (Unaudited) 6
     
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS  OF OPERATIONS 7
     
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 10
     
ITEM 4. CONTROLS AND PROCEDURES 11
     
PART II OTHER INFORMATION 11
     
ITEM 1. LEGAL PROCEEDINGS 11
     
ITEM 1A. RISK FACTORS 11
     
ITEM 6. EXHIBITS 12

  

 
 

 

UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,

A MICHIGAN LIMITED PARTNERSHIP

 

BALANCE SHEETS

 

ASSETS  September 30,2014   December 31, 2013 
   (Unaudited)     
Properties:          
  Land  $8,952,937   $8,952,937 
  Buildings And Improvements   42,677,685    42,431,157 
  Furniture And Fixtures   686,058    678,866 
    52,316,680    52,062,960 
           
  Less Accumulated Depreciation   (36,932,574)   (35,774,653)
    15,384,106    16,288,307 
           
  Cash And Cash Equivalents   7,545,838    8,584,140 
  Unamortized Finance Costs   948,720    1,013,113 
  Manufactured Homes and Improvements   4,724,653    4,075,639 
  Other Assets   1,340,959    841,522 
  Deferred Home Relocation Costs   399,631    605,239 
           
Total Assets  $30,343,907   $31,407,960 
           
           
LIABILITIES & PARTNERS' EQUITY  September 30,2014   December 31, 2013 
    (Unaudited)      
           
  Accounts Payable  $189,531   $52,932 
  Other Liabilities   773,547    522,009 
  Notes Payable   28,172,442    28,674,370 
           
Total Liabilities  $29,135,520   $29,249,311 
           
Partners' Equity:          
  General Partner   417,483    419,057 
  Unit Holders   790,904    1,739,592 
           
Total Partners' Equity   1,208,387    2,158,649 
           
Total Liabilities And          
  Partners' Equity  $30,343,907   $31,407,960 

 

See Notes to Financial Statements 

 

- 3 -
 

 

UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,

A MICHIGAN LIMITED PARTNERSHIP

 

STATEMENTS OF OPERATIONS  NINE MONTHS ENDED       THREE MONTHS ENDED     
(unaudited)  September 30, 2014   September 30, 2013   September 30, 2014   September 30, 2013 
                 
Income:                    
Rental Income  $5,360,290   $5,271,959   $1,788,325   $1,780,389 
Home Sale Income   211,934    70,506    6    23,102 
Other   724,041    633,975    248,168    204,269 
                     
Total Income   6,296,265    5,976,440    2,036,499    2,007,760 
                     
Operating Expenses:                    
Administrative Expenses (Including $312,100, $300,931, $104,607 and $101,866, in Property Management Fees Paid to an Affiliate for the Nine and Three Month   Period Ended September 30, 2014 and 2013, respectively)   2,056,239    1,905,780    689,766    607,828 
Property Taxes   571,068    620,658    190,362    206,865 
Utilities   458,319    451,975    155,234    151,408 
Property Operations   774,123    670,823    256,746    227,642 
Depreciation   1,247,921    1,283,806    418,859    425,085 
Interest   1,150,935    1,387,981    384,197    668,653 
Home Sale Expense   195,109    77,886    7,034    20,891 
                     
Total Operating Expenses   6,453,714    6,398,909    2,102,198    2,308,372 
                     
Net Loss  $(157,449)  $(422,469)  $(65,699)  $(300,612)
                     
Loss per Limited Partnership Unit:  $(0.05)  $(0.13)  $(0.02)  $(0.09)
                     
Distribution Per Unit:  $0.24   $0.78   $0.08   $0.62 
                     
Weighted Average Number Of Units Of Beneficial Assignment Of Limited Partnership Interest Outstanding During The Nine and Three Month Period Ended September 30, 2014 and 2013.   3,303,387    3,303,387    3,303,387    3,303,387 

 

STATEMENT OF PARTNERS' EQUITY (Unaudited)        
   General Partner   Unit Holders   Total 
             
Balance, December 31, 2013  $419,057   $1,739,592   $2,158,649 
Distributions   0    (792,813)   (792,813)
Net (Loss) Income   (1,574)   (155,875)   (157,449)
                
Balance as of September 30, 2014  $417,483   $790,904   $1,208,387 

 

See Notes to Financial Statements

 

- 4 -
 

 

UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,

A  MICHIGAN LIMITED PARTNERSHIP

 

STATEMENTS OF CASH FLOWS

(Unaudited)

 

   NINE MONTHS ENDED 
   September 30,2014   September 30,2013 
         
Cash Flows From Operating Activities:          
  Net Loss  $(157,449)  $(422,469)
           
Adjustments To Reconcile Net Loss          
 To Net Cash Provided By (Used In)          
  Operating Activities:          
  Depreciation   1,247,921    1,283,806 
  Amortization of Financing Costs   64,394    210,657 
  Amortization of Deferred Home Relocation Costs   207,108    149,457 
  Payment of Deferred Home Relocation Costs   (1,500)   (789,640)
  Increase in Manufactured Homes and Home Improvements   (739,014)   (743,848)
  Increase In Other Assets   (499,437)   (108,178)
  Increase In Accounts Payable   136,599    64,240 
  Increase In Other Liabilities   251,538    180,070 
           
Total Adjustments   667,609    246,564 
           
Net Cash Provided By (Used In) Operating Activities   510,160    (175,905)
           
Cash Flows Used In Investing Activities:          
  Purchase of property and equipment   (253,721)   (97,562)
           
Net Cash Used In Investing Activities   (253,721)   (97,562)
           
Cash Flows (Used In) Provided By Financing Activities:          
  Distributions To Unit Holders   (792,813)   (2,576,642)
  Proceeds from Refinance   0    19,320,000 
  Payments On Notes Payable   (501,928)   (11,920,585)
  Payments Of Deferred Financing Costs   0    (676,321)
           
Net Cash (Used In) Provided By Financing Activities   (1,294,741)   4,146,452 
           
Net (Decrease) Increase In Cash   (1,038,302)   3,872,985 
Cash, Beginning   8,584,140    5,117,789 
           
Cash, Ending  $7,545,838   $8,990,774 

 

See Notes to Financial Statements

 

- 5 -
 

 

UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,

A MICHIGAN LIMITED PARTNERSHIP

  

NOTES TO FINANCIAL STATEMENTS

September 30, 2014 (Unaudited)

 

1.Basis of Presentation:

 

The accompanying unaudited 2014 financial statements of Uniprop Manufactured Housing Communities Income Fund II, a Michigan Limited Partnership (the “Partnership”) have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The balance sheet at December 31, 2013 has been derived from the audited financial statements at that date. Operating results for the three and nine months ended September 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014, or for any other interim period. For further information, refer to the consolidated financial statements and footnotes thereto included in the Partnership’s Form 10-K for the year ended December 31, 2013.

 

During the fourth quarter of 2012, Management initiated the Sunshine Village Paid Home Relocation Program (“Program”). The Program was offered exclusively to residents of Seminole Estates, a 704 site, 55 and over manufactured home community in Hollywood, Florida that announced its closure. The Program expired in the first quarter of 2013. By the end of the first quarter of 2014, all 41 residents have successfully relocated. The Partnership has incurred expenditures of $903,232, of which $816,203 has been capitalized and is being amortized as a reduction of rental revenue over the life of the residents’ three year rental period. The Program is completed and Management estimates no additional relocation costs will be incurred. At September 30, 2014, $399,631 remains unamortized.

 

The carrying amounts of cash, accounts payable and notes payable approximate their fair values due to their short-term nature. The fair value of mortgage notes payable approximates their carrying amounts based on current borrowing rates.

 

We have evaluated subsequent events through the date of this filing. We do not believe there are any material subsequent events which would require further disclosure.

 

2.Mortgage Payable:

 

During 2008, the Partnership refinanced its existing mortgage note payable and executed seven new mortgages payable with StanCorp Mortgage Investors LLC (“StanCorp”) in the amount of $23,225,000 secured by the seven remaining properties of the Partnership. To pay off the prior mortgage balance of $25,277,523 and the costs of refinancing, the Partnership transferred $2,735,555 from cash reserves. These mortgages were payable in monthly installments of interest and principal through September 2033. The Partnership incurred $693,798 in financing costs as a result of the 2008 refinancing which was being amortized over the original term of the loans. These costs included a 1% fee payable to an affiliate of the General Partner. Unamortized finance costs of $179,395 related to the refinanced mortgage notes payable were written off in 2013 as a result of the refinancing discussed below.

 

- 6 -
 

 

On July 18, 2013, the Partnership refinanced two of the existing mortgage notes payable and executed two new mortgage notes payable in the amount of $19,320,000 secured by Sunshine Village, located in Davie, Florida and West Valley, located in Las Vegas, Nevada with a new lender, namely Cantor Commercial Real Estate. The mortgages are payable in monthly installments of interest and principal through August, 2023. These refinanced notes bear interest at a fixed rate of 5.09% with principal payments based on a twenty-five year amortization period. As of September 30, 2014 the balance on these notes was $18,910,101.

 

The Partnership incurred $676,321 in financing costs as a result of the 2013 refinancing which is being amortized over the life of the loans. This included a 1% fee payable to Uniprop AM LLC, an affiliate of the General Partner. Unamortized finance costs of $179,395 related to the refinanced mortgage notes payable were written off in 2013 as a result of the refinancing and reflected in amortization expense. Additionally, the Partnership incurred a fee with StanCorp totaling $72,020 related to the refinancing, which was reflected as part of interest expense on the statement operations for the year ending December 31, 2013.

 

Effective September 1, 2013, the available interest rate re-set option was accepted on the five remaining mortgage notes with StanCorp. The new rate on these five notes is 5.00% and the amortization period is twenty years. Another rate re-set option is available in five years. As of September 30, 2014 the balance on these five notes was $9,262,341.

 

Future maturities on the notes payable for the next five years and thereafter are as follows: 2014 - $172,482; 2015 - $709,585; 2016 - $744,498; 2017 - $785,396; 2018 - $826,361 and thereafter - $24,934,120.

 

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Critical Accounting Policies

 

See Part II, Item 7 – Critical Accounting Policies, our consolidated financial statements and related notes in Part IV, Item 15 of our Annual Report on Form 10-K for the year ended December 31, 2013 filed with the SEC on March 14, 2014 for accounting policies and related estimates we believe are the most critical to understanding condensed consolidated financial statements, financial conditions and results of operations and which require complex management judgment and assumptions or involve uncertainties. There have been no material changes to the critical accounting policies and estimates previously disclosed in that report.

 

Liquidity and Capital Resources

 

Uniprop Manufactured Housing Communities Income Fund II, a Michigan Limited Partnership’s (the “Partnership”) liquidity is based, in part, upon its investment strategy. Upon acquisition, the Partnership anticipated owning the properties for seven to ten years. All of the properties have been owned by the Partnership for more than ten years. The General Partner may elect to have the Partnership own the properties for as long as, in the opinion of the General Partner, it is in the best interest of the Partnership to do so.

 

- 7 -
 

 

The Partnership expects to meet its short-term liquidity needs generally through its working capital and cash provided by operating activities.

 

The Partnership's capital resources consist primarily of its seven manufactured home communities. As described in Note 2, the Partnership refinanced its existing mortgage note payable and executed seven new mortgage notes payable with StanCorp Mortgage Investors, LLC (the “StanCorp Financing”) in the aggregate amount of $23,225,000 secured by the seven properties of the Partnership in August, 2008. To pay off the prior mortgage balance of $25,277,523 and the costs of refinancing, the Partnership transferred $2,735,555 from cash reserves. The mortgages were payable in monthly installments of interest and principal through September 2033. The Partnership incurred $693,798 in financing costs as a result of the 2008 refinancing which were being amortized over the term of the loans. These costs included a 1% fee payable to an affiliate of the General Partner. Unamortized finance costs of $179,375 were written off during 2013 as a result of the refinancing discussed below.

 

On July 18, 2013, the Partnership refinanced two of the existing mortgage notes payable and executed two new mortgages payable in the amount of $19,320,000 secured by Sunshine Village, located in Davie, FL and West Valley, located in Las Vegas, NV with a new lender, namely Cantor Commercial Real Estate. The mortgage notes are payable in monthly installments of interest and principal through August, 2023. The refinanced notes bear interest at a fixed rate of 5.09% with principal payments based on a twenty-five year amortization period. As of September 30, 2014 the balance on these notes was $18,910,101.

 

The Partnership incurred $676,321 in financing costs as a result of the 2013 refinancing which is being amortized over the term of the loans. These costs included a 1% fee payable to an affiliate of the General Partner.

 

Net closing proceeds after deducting the payoff of the prior mortgages of $11,383,289 and the payment of closing costs and fees to third parties of $665,193 were $7,271,518. The net loan proceeds have been added to cash reserves of the Partnership.

 

Effective September 1, 2013, the interest rate re-set option was accepted on the five remaining notes with StanCorp. The new rate on these five notes is 5.00% and the amortization period is twenty years. Another rate re-set option is available in five years. As of September 30, 2014 the balance on these notes was $9,262,341.

 

The General Partner has decided to distribute $264,271, or $.08 per unit, to the unit holders for the third quarter ended September 30, 2014. The General Partner will continue to monitor cash flow generated by the Partnership’s seven properties during the coming quarters. If cash flow generated is greater or lesser than the amount needed to maintain the current distribution level, the General Partner may elect to reduce or increase the level of future distributions paid to Unit Holders.

 

As of September 30, 2014, the Partnership’s cash balance amounted to $7,545,838. The level of cash balance maintained is at the discretion of the General Partner.

 

- 8 -
 

 

Results of Operations

 

Overall, as illustrated in the following table, the Partnership's seven properties reported combined occupancy of 48% at the end of September 2014 versus 48% at the end of September 2013. The average monthly homesite rent as of September 30, 2014 was approximately $523; versus $515 from September 2013 (average rent not a weighted average).

 

   Total   Occupied   Occupancy   Average* 
   Capacity   Sites   Rate   Rent 
Ardmor Village   339    150    44%  $554 
Camelot Manor   335    113    34%   424 
Dutch Hills   278    106    38%   428 
El Adobe   367    161    44%   561 
Stonegate Manor   308    100    32%   418 
Sunshine Village   356    253    71%   643 
West Valley   421    302    72%   636 
                     
Total on 9/30/14:   2,404    1,185    48%  $523 
Total on 9/30/13:   2,404    1,190    48%  $515 

*Not a weighted average 

 

   Gross Revenue   Net Operating Income
and Net (Loss)
   Gross Revenue   Net Operating Income
and Net (Loss)
 
   9/30/2014   9/30/2013   9/30/2014   9/30/2013   09/30/2014   09/30/2013   09/30/2014   09/30/2013 
   three months ended   three months ended   nine months ended   nine months ended 
                                 
Ardmor  $257,893   $256,377   $120,273   $123,104   $761,574   $726,187   $343,887   $327,712 
Camelot Manor   184,939    175,268    70,180    56,315    626,970    516,158    230,239    153,124 
Dutch Hills   167,870    159,848    51,843    48,260    489,794    490,976    147,873    151,612 
El Adobe   242,381    240,479    73,344    99,376    728,080    743,987    236,937    320,553 
Stonegate   160,590    170,984    49,334    67,602    515,125    498,220    127,955    199,838 
Sunshine   434,632    429,123    176,975    198,190    1,375,951    1,278,984    593,042    568,231 
West Valley   584,568    573,745    345,843    392,571    1,776.996    1,714,985    1,188,550    1,193,149 
    2,032,873    2,005,824    887,792    985,418    6,274,490    5,969,497    2,868,483    2,914,219 
Partnership Management   3,626    1,936    (107,022)   (119,119)   21,775    6,943    (399,607)   (436,814)
Other Expense               -----             -------    (43,413)   (73,173)   -------    -------    (227,469)   (228,087)
                                         
Interest Expense              -----             -------    (384,197)   (668,653)   --------    -------    (1,150,935)   (1,387,981)
                                         
                                         
Depreciation           -----           -------    (418,859)   (425,085)        -------          --------    (1,247,921)   (1,283,806)
   $2,036,499   $2,007,760   $(65,699)  $(300,612)  $6,296,265   $5,976,440   $(157,449)  $(422,469)

 

- 9 -
 

 

Net Operating Income (“NOI”) is a non-GAAP financial measure equal to net income, the most comparable GAAP financial measure, plus depreciation, interest expense, partnership management expense, and other expenses. The Partnership believes that NOI is useful to investors and the Partnership’s management as an indication of the Partnership’s ability to service debt and pay cash distributions. NOI presented by the Partnership may not be comparable to NOI reported by other companies that define NOI differently, and should not be considered as an alternative to net income as an indication of performance or to cash flows as a measure of liquidity or ability to make distributions.

 

Comparison of Three Months Ended September 30, 2014 to Three Month Ended September 30, 2013

 

Gross revenues increased $28,739 to $2,036,499 in 2014, from $2,007,760 in 2013. This was mainly due to an increase in other income, specifically lease home income. This was offset by a decrease in home sale income.

 

As described in the Statements of Operations, total operating expenses decreased $206,174, to $2,102,198 in 2014, as compared to $2,308,372 in 2013. This was mainly due to lower interest expense in 2014 as a result of lower interest rates due to the refinancing and interest rate resets and write off of certain unamortized finance costs in connection with the refinancing during third quarter 2013.

 

As a result of the aforementioned factors, the Partnership experienced a Net Loss of $65,699 for the third quarter of 2014 as compared to a Net Loss of $300,612 for the third quarter of 2013.

 

Comparison of Nine Months Ended September 30, 2014 to Nine Months Ended September 30, 2013

 

Gross revenues increased $319,825 to $6,296,265 in 2014, from $5,976,440 in 2013. The increase was due to increased revenue from rental income, other income, specifically lease home income and home sale income.

 

As described in the Statements of Operations, total operating expenses increased $54,805, to $6,453,714 in 2014, as compared to $6,398,909 in 2013. This was mainly due to increases in administrative, property operations and home sale expense, offset by a decrease in interest expense in 2014 as a result of lower interest rates due to the refinancing and interest rate resets and write off of certain unamortized finance costs in connection with the refinancing during the third quarter of 2013.

 

As a result of the aforementioned factors, the Partnership experienced a Net Loss of $157,499 in 2014 as compared to a Net Loss of $422,469 in 2013.

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

The Partnership is exposed to interest rate risk primarily through its borrowing activities.

 

There is inherent roll over risk for borrowings as they mature and are renewed at current market rates. The extent of this risk is not quantifiable or predictable because of the variability of future interest rates and the Partnership’s future financing requirements.

 

- 10 -
 

 

Note Payable: At September 30, 2014 the Partnership had notes payable outstanding in the amount of $28,172,442. Interest on two of these notes is at a fixed annual rate of 5.09% through August 2023. Interest on the five remaining notes is at a fixed rate of 5.00% through August 2018, at which time a rate reset option is available.

 

The Partnership does not enter into financial instruments transactions for trading or other speculative purposes or to manage its interest rate exposure.

  

ITEM 4. CONTROLS AND PROCEDURES

 

As of the end of the period covered by this report, the Partnership carried out an evaluation, under the supervision and with the participation of the Principal Executive Officer and the Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15. Based upon, and as of the date of, this evaluation, the Principal Executive Officer and the Principal Financial Officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed in the quarterly report is recorded, processed, summarized and reported as and when required.

 

There was no change in the Partnership’s internal controls over financial reporting that occurred during the most recent completed quarter that has materially affected, or is reasonably likely to materially affect, the Partnership’s internal control over financial reporting.

  

PART II - OTHER INFORMATION 

 

ITEM 1. LEGAL PROCEEDINGS

 

None.

 

ITEM 1A. RISK FACTORS

 

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item IA. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2013, which could materially affect our business, financial condition or future results. The risks described in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may adversely affect our business, financial condition and/or operating results.

 

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ITEM 6. EXHIBITS

 

Exhibit 31.1 Principal Executive Officer Certification pursuant to Rule 13a-14(a)/15d-14(a) of The Securities and Exchange Act of 1934, as amended
   
Exhibit 31.2 Principal Financial Officer Certification pursuant to Rule 13a-14(a)/15d-14(a) of The Securities and Exchange Act of 1934, as amended
   
Exhibit 32.1 Certifications pursuant to 18 U.S C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes –Oxley Act of 2002.

 

101.INS XBRL Instance Document
101.SCH XBRL Taxonomy Extension Schema Document
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF XBRL Taxonomy Extension Definitions Linkbase Document
101.LAB XBRL Taxonomy Extension Label Linkbase Document
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  Uniprop Manufactured Housing Communities
  Income Fund II, a Michigan Limited Partnership
     
  BY: Genesis Associates Limited Partnership,
    General Partner
       
    BY: Uniprop, Inc.,
      its Managing General Partner
       
      By: /s/ Roger I. Zlotoff
        Roger I. Zlotoff, President
         
      By: /s/ Susann Kehrig
        Susann Kehrig, Principal Financial Officer

  

Dated: November 10, 2014

 

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