SUN COMMUNITIES INC
For the period ended Mar 31, 2025. Filed May 6, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed May 6, 2025
SUI$120.30-1.5%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-09-30; filed 2024-11-07.
0000912593-24-000247
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2025-03-31; filed 2025-05-06.
0000912593-25-000163
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 172 previous paragraphs and 155 current paragraphs.
77 unchanged; 58 reworded; 20 added; 34 removed; 3 previous and 0 current paragraphs rearranged.
Tables are not compared: 24 previous and 22 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (20)
Current report
SAFE HARBOR SALE
Current report
Subsequent to the three months ended March 31, 2025, we completed the initial closing of the sale of Safe Harbor to Poseidon Holdco I L.P. (f/k/a BIP Poseidon Holdco L.P.) ("Buyer") (the "Safe Harbor Sale"), which generated approximately $5.25 billion of pre-tax cash proceeds, net of transaction and employee separation costs. Pursuant to the transaction agreement, 15 Delayed Consent Properties representing approximately $250.0 million of value were not part of the initial closing. In respect of each Delayed Consent Subsidiary, until such time as the third-party consent is received and Buyer acquires the equity interests of the Delayed Consent Subsidiary, an affiliate of Safe Harbor will manage the properties owned by the Delayed Consent Subsidiaries under an arm's-length management agreement; provided, that, the manager is not obligated to continue to manage any such properties for a period longer than three years following the closing of the Safe Harbor Sale. If and when the applicable consent for a Delayed Consent Subsidiary is obtained in the nine months following the signing of the Purchase Agreement, Buyer will, subject to the satisfaction of certain conditions, acquire that Delayed Consent Subsidiary for cash consideration equal to its agreed value. If the required third-party consent for any Delayed Consent Subsidiary is not received by the end of such nine-month period, Buyer will not have the right to acquire any such Delayed Consent Subsidiary, unless such period is extended by the parties.
Current report
The Safe Harbor Sale accelerates our strategy of focusing on our core MH and RV segments and significantly enhances our leverage profile and financial flexibility. We intend to utilize the cash proceeds from the Safe Harbor Sale to implement a capital allocation plan that reflects a balanced, tax-efficient approach to optimize shareholder value through significantly lower leverage, greater financial flexibility to drive sustainable cash flow growth, and a thoughtful capital return strategy.
Current report
Refer to Part I, Item 1A, "Risk Factors – Risks Related to the Safe Harbor Sale" in our Annual Report on Form 10-K for the year ended December 31, 2024, Note 2, "Assets Held for Sale and Discontinued Operations," and Note 20, "Subsequent Events," in our accompanying Consolidated Financial Statements for additional details related to the Safe Harbor Sale.
Current report
(1) Excludes properties classified as discontinued operations. During the three months ended March 31, 2025 and 2024, our marina properties generated total NOI of $64.3 million and $61.8 million, respectively, which was recorded within Income / (loss) from discontinued operations, net on the Consolidated Statements of Operations. Refer to Note 2, "Assets Held for Sale and Discontinued Operations," for additional information.
Current report
NOI - North America
Current report
For the three months ended March 31, 2025, the 36.4% decrease in NOI is primarily driven by a 5.5% decrease in NOI margin and a 17.5% decrease in average selling price, driven by a changing mix of homes sold with a greater proportion of sales attributable to pre-owned homes, as compared to the same period in 2024.
Current report
For the three months ended March 31, 2025, NOI was flat compared to the same period in 2024, primarily driven by a 7.9% increase in average selling price, partially offset by a 1.1% decrease in total home sales volume and a 1.8% decrease in NOI margin.
Current report
Gain on foreign currency exchanges - for the three months ended March 31, 2025, was a gain of $8.7 million, as compared to a gain of $1.1 million during the same period in 2024 primarily due to the weakening of the U.S. dollar versus the pound sterling.
Current report
Other income / (expense), net - for the three months ended March 31, 2025, was income of $5.7 million primarily due to a gain on a non-monetary transaction with a real estate developer, as compared to an expense of $2.4 million during the same period in 2024. Refer to Note 10, "Equity and Temporary Equity," in our accompanying Consolidated Financial Statements for additional information.
Current report
Income / (loss) from discontinued operations, net -for the three months ended March 31, 2025, was a loss of $18.5 million, as compared to income of $11.2 million during the same period in 2024, primarily due to contingent consideration expense of $14.6 million and transaction costs of $14.6 million in 2025, each due to the Safe Harbor Sale.
Current report
(5)FFO and Core FFO includes discontinued operations activity of $20 million or $0.15 per Share, and $49.2 million or $0.37 per Share, respectively, during the three months ended March 31, 2025, and $56.4 million or $0.44 per Share, and $46.0 million or $0.36 per Share, respectively, during the three months ended March 31, 2024.
Current report
Subsequent to the three months ended March 31, 2025, the initial closing of the Safe Harbor Sale occurred, generating approximately $5.25 billion of pre-tax cash proceeds, net of transaction and employee separation costs. The Safe Harbor Sale accelerates our strategy of focusing on our core MH and RV segments and significantly enhances our leverage profile and financial flexibility. We intend to utilize the cash proceeds from the Safe Harbor Sale to implement a capital allocation plan that reflects a balanced, tax-efficient approach to optimize shareholder value through significantly lower leverage, greater financial flexibility to drive sustainable cash flow growth, and a thoughtful capital return strategy. Furthermore, we allocated approximately $1.0 billion into 1031 exchange escrow accounts to fund potential future MH and RV acquisitions on a tax-efficient basis.
Current report
Subsequent to the three months ended March 31, 2025, in connection with cash proceeds generated from the Safe Harbor Sale, we settled outstanding debt balances of $1.6 billion under our senior credit facility and $740.0 million of secured mortgage debt, inclusive of prepayment costs. We also announced the planned redemption of $950.0 million, inclusive of prepayment costs, in outstanding unsecured senior notes that is expected to occur on May 10, 2025. Refer to Note 2, "Assets Held for Sale and Discontinued Operations," and Note 20, "Subsequent Events," for additional details related to the Safe Harbor Sale during and subsequent to the three months ended March 31, 2025.
Current report
Our cash flow activities from continuing operations are summarized as follows (in millions):
Current report
Cash, cash equivalents and restricted cash for discontinued operations increased by $5.9 million from $6.8 million as of December 31, 2024, to $12.7 million as of March 31, 2025.
Current report
Operating activities - Net cash provided by operating activities for discontinued operations increased by $28.9 million to $104.6 million for the three months ended March 31, 2025, compared to $75.7 million for the three months ended March 31, 2024. The increase in net cash provided by operating activities for discontinued operations is primarily due to beneficial changes in inventory, other assets, and other liabilities, and improved operating performance at our Marina properties, during the three months ended March 31, 2025 as compared to the corresponding period in 2024.
Current report
Investing activities - Net cash used for investing activities for discontinued operations decreased by $17.6 million to $47.0 million for the three months ended March 31, 2025, compared to $64.6 million for the three months ended March 31, 2024. The decrease in net cash used for investing activities for discontinued operations is driven by a decrease in marina property acquisitions. Refer to the Consolidated Statements of Cash Flows for detail on the net cash used for investing activities for discontinued operations during the three months ended March 31, 2025 and 2024. Refer to Note 2, "Assets Held for Sale and Discontinued Operations," in our accompanying Consolidated Financial Statements for additional information on acquisitions and investment activity.
Current report
Financing activities - Net cash used for financing activities for discontinued operations increased by $50.3 million to $51.7 million for the three months ended March 31, 2025, compared to $1.4 million for the three months ended March 31, 2024. Refer to the Consolidated Statements of Cash Flows for detail on the net cash used for financing activities for discontinued operations during the three months ended March 31, 2025 and 2024. Refer to Note 2, "Assets Held for Sale and Discontinued Operations," in our accompanying Consolidated Financial Statements for additional information.
Current report
The absence of future cash flows from discontinued operations is not expected to significantly impact our liquidity, as the cash proceeds from the Safe Harbor Sale have been allocated to pay down debt, which will generate annualized interest expense savings, and to reinvest in our core MH and RV segments by means of a $1.0 billion cash allocation to 1031 exchange escrow accounts subsequent to March 31, 2025.
Removed paragraphs (34)
Previous report
In the Marina segment, the majority of our wet slip and dry storage space leases have annual terms that are billed seasonally. Wet slip storage increases during the summer months for the boating season, whereas dry storage increases during the winter season as weather patterns require boat owners to store their vessels on dry docks or within covered racks. Through September 30, 2024, we recognized seasonal real property revenue of $78.1 million in the first quarter, $95.9 million in the second quarter and $104.4 million in the third quarter. During the year ended December 31, 2023, we recognized seasonal real property revenue as follows:
Previous report
North America Same Property Summary (in whole units)
Previous report
•The Marina segment increase in NOI of $2.0 million, or 2.5%, when compared to the same period in 2023 is primarily due to the $5.1 million, or 5.0%, increase in Real property (excluding transient) revenue.
Previous report
For the nine months ended September 30, 2024 and 2023
Previous report
•The MH segment increase in NOI of $29.3 million, or 6.6%, when compared to the same period in 2023 is primarily due to an increase in Real property (excluding transient) revenue of $41.3 million, or 6.8%. Real property (excluding transient) revenue increased primarily due to a 5.9% increase in monthly base rent.
Previous report
•The RV segment decrease in NOI of 7.6 million, or 3.2%, when compared to the same period in 2023 is primarily due to a decrease in Real property transient revenue of $24.9 million, or 11.4% partially offset by an increase in Real property (excluding transient) revenue of $22.7 million, or 11.4%. The increase in Real property (excluding transient) revenue was primarily due to a 6.7% increase in monthly base rent and conversions of transient RV sites to annual RV sites. The decrease in Real property transient revenue was primarily due to transient to annual RV site conversions.
Previous report
•The Marina segment increase in NOI of $9.6 million, or 5.0%, when compared to the same period in 2023 is primarily due to the $15.1 million, or 5.7%, increase in Real property (excluding transient) revenue.
Previous report
•The UK segment increase in NOI of $4.3 million, or 7.7%, when compared to the same period in 2023 is primarily due to the $4.8 million, or 6.8%, increase in Real property (excluding transient) revenue, partially offset by an increase of $2.1 million, or 3.9%, in Same property operating expenses.
Previous report
NOI - MH
Previous report
For the three months ended September 30, 2024, the 31.8% decrease in NOI is primarily driven by a 12.4% decrease in total home sales volume as compared to the same period in 2023, primarily driven by the impact of Hurricane Helene on volumes in the southeast region of the U.S., and fewer available sites in conjunction with reduced expansion and development activity, as well as a 14.0% decrease in average selling price.
Previous report
For the nine months ended September 30, 2024, the 29.2% decrease in NOI is primarily driven by a 21.1% decrease in total home sales volume as compared to the same period in 2023, partially offset by a 1.7% increase in average selling price.
Previous report
For the three months ended September 30, 2024, the 8.8% increase in NOI is primarily driven by a 5.9% increase in total home sales volume, partially offset by a 0.6% decrease in average selling price.
Previous report
For the nine months ended September 30, 2024, the 5.1% decrease in NOI is primarily driven by an 8.5% decrease in average selling price as compared to the same period in 2023.
Previous report
Service, retail, dining and entertainment, net - for the three and nine months ended September 30, 2024, decreased primarily due to lower transient demand in the RV and Marina segments leading to a reduction in revenue generation from service, retail, dining and entertainment activities, as well as increased costs related to service and retail activities in our Marina segment.
Previous report
Interest income - for the three and nine months ended September 30, 2024, decreased primarily due to having a lower receivable balance outstanding with real estate operators than during the same period in 2023. Refer to Note 4, "Notes and Other Receivables," in our accompanying Consolidated Financial Statements for additional information.
Previous report
Brokerage commissions and other, net - for the three and nine months ended September 30, 2024, decreased primarily due to a decrease in business interruption insurance recoveries recognized in 2024 as compared to the same period in 2023, a decrease in the number of brokered home sales reducing total brokerage commissions as compared to the same period in 2023, and a decrease in dividend income as a result of the sale of our publicly traded marketable securities in Ingenia in 2023. Refer to Note 17, "Commitments and Contingencies" in our accompanying Consolidated Financial Statements for additional information.
Previous report
General and administrative expense - for the three and nine months ended September 30, 2024, increased primarily due to a charge of $8.9 million to write off a receivable balance related to expected insurance proceeds from a litigation matter, non-recurring transaction costs related to the settlement of a loan provided to a real estate operator, and increased expenses related to consulting fees and ERP system implementation costs as compared to the same periods in 2023.
Previous report
Goodwill impairment - for the three and nine months ended September 30, 2024, there were no goodwill impairment charges, as compared to charges of $44.8 million and $369.9 million driven by a decline in the fair value of the UK reporting segment during the same periods in 2023. Refer to Note 6, "Goodwill and Other Intangible Assets," in our accompanying Consolidated Financial Statements for additional information.
Previous report
Interest expense - for the nine months ended September 30, 2024, increased due to a higher debt balance and higher weighted average interest rate as compared to the same periods in 2023. Refer to Note 9, "Debt and Line of Credit," of our accompanying Consolidated Financial Statements for additional information.
Previous report
Gain / (loss) on remeasurement of marketable securities - for the three and nine months ended September 30, 2024, was zero due to the sale of our publicly traded marketable securities in Ingenia in 2023, as compared to a gain of $6.1 million and loss of $8.0 million during the same periods in 2023, respectively.
Previous report
Other income / (expense), net - for the three months ended September 30, 2024, was an expense $0.8 million as compared to an expense of $3.7 million during the same period in 2023, primarily due to higher long-term lease termination expenses during the prior period. For the nine months ended September 30, 2024, Other income / (expense), net was a gain of $5.6 million, as compared to an expense of $5.5 million during the same period in 2023, primarily due to a litigation settlement gain of $10.3 million related to our Marina segment in 2024, as compared to higher long-term lease termination expenses during the same period in 2023.
Previous report
Income from nonconsolidated affiliates - for the nine months ended September 30, 2024, increased primarily due to the improved performance of our nonconsolidated affiliates, primarily driven by the Sungenia joint venture. Refer to Note 7, "Investments in Nonconsolidated Affiliates," in our accompanying Consolidated Financial Statements for additional information.
Previous report
Current tax benefit / (expense) - for the three and nine months ended September 30, 2024 was a benefit of $0.9 million and expense of $6.5 million, respectively, compared to an expense of $4.6 million and $13.9 million, respectively, during the same periods in 2023, primarily due to tax planning efforts at our UK operations in 2024 and taxes accrued in the UK in 2023 driven by property dispositions.
Previous report
Deferred tax benefit - for the three months ended September 30, 2024, increased primarily due to timing differences for book and tax purposes at our UK and Canadian operations. Refer to Note 13, "Income Taxes," in our accompanying Consolidated Financial Statements for additional information.
Previous report
During the nine months ended September 30, 2024, we acquired three marinas and three marina expansion assets with an aggregate of 925 wet slips and dry storage spaces for an aggregate purchase price of approximately $63.8 million. In conjunction with two of the marina acquisitions, we issued an aggregate of 262,599 common OP units as part of the consideration transferred. During the same period, we entered into a ground lease that can support one marina with eight wet slips and dry storage spaces.
Previous report
During the nine months ended September 30, 2024, we acquired two land parcels located in the U.S. for an aggregate purchase price of $12.9 million. The parcels can accommodate the potential development of over 1,100 sites. We also acquired one land parcel, previously subject to a ground lease, located in the U.K. for an aggregate purchase price of $9.6 million. We also expanded one of our existing communities by nearly 30 sites and delivered nearly 100 sites at two ground-up development properties.
Previous report
Our capital expenditures include lot modifications, growth projects, rebranding, acquisition-related capital expenditures, expansion and development construction costs, rental home purchases and recurring capital expenditures.
Previous report
(1)In January 2024, the Operating Partnership issued $500.0 million of senior unsecured notes with an interest rate of 5.5% and a five-year term, due January 15, 2029 (the "2029 Notes"). Interest on the 2029 Notes is payable semi-annually in arrears on January 15 and July 15 of each year, beginning on July 15, 2024. The net proceeds from the offering were $495.4 million, after deducting underwriters' discounts and offering expenses. We used the majority of the net proceeds to repay borrowings outstanding under our Senior Credit Facility.
Previous report
Prior to March 2024, the aggregate amount of our Senior Credit Facility was $4.2 billion with the ability to upsize the total borrowings by an additional $800.0 million, subject to certain conditions. The aggregate amount under the Senior Credit Facility consisted of the following: (a) a revolving loan in an amount up to $3.05 billion and (b) a term loan facility of $1.15 billion, with the ability to draw funds from the combined facilities in U.S. dollars, pound sterling, euros, Canadian dollars and Australian dollars, subject to certain limitations. The maturity date of the revolving loan facility is April 7, 2026. At our option that maturity date may be extended two additional six-month periods.
Previous report
In March 2024, we terminated the term loan facility and settled the associated $1.1 billion of borrowings outstanding under the term loan by increasing our borrowings under the revolving loan of the Senior Credit Facility. By terminating the term loan, we reduced our aggregate borrowing capacity under the Senior Credit Facility to $3.05 billion under the revolving loan. During the three months ended March 31, 2024, we recognized a Loss on extinguishment of debt in our Consolidated Statements of Operations of $0.6 million related to the termination of the term loan facility. In June 2024, we amended the Senior Credit Facility to replace the Canadian Dollar Offered Rate with the CORRA as the benchmark rate for borrowings denominated in Canadian dollars, with no other significant changes to the terms of the Senior Credit Facility.
Previous report
Derivative Transactions
Previous report
We enter into treasury rate lock contracts, interest rate swaps, and forward swaps for interest rate risk management purposes. We do not enter into derivative instruments for speculative purposes. The risks being hedged are the interest rate risk related to outstanding floating rate debt and forecasted debt issuance transactions, and the benchmark interest rates used are the SOFR and the SONIA Rate.
Previous report
During the nine months ended September 30, 2024, we entered into five interest rate swap contracts with an aggregate notional value of $150.0 million to hedge interest rate risk associated with a future debt offering.
Previous report
During the nine months ended September 30, 2024, in connection with the issuance of the 2029 Notes, we settled seven forward swap contracts totaling $255.0 million and paid a net settlement payment of $2.3 million to several counterparties. Refer to Note 15, "Derivative Financial Instruments," in our accompanying Consolidated Financial Statements for additional information.
Reworded paragraphs (58)
Previous wording
We are a fully integrated REIT. As of September 30, 2024, we owned and operated, directly or indirectly, or had an interest in, a portfolio of 659 developed properties located in the U.S., Canada and the United Kingdom including 288 MH communities, 179 RV communities, 138 marinas, and 54 UK communities.
Current wording
We are a fully integrated REIT. As of March 31, 2025, we owned and operated, directly or indirectly, or had an interest in, a portfolio of 502 developed properties located in the U.S., Canada, and the United Kingdom including 284 MH communities, 165 RV communities, and 53 UK communities. We also owned, operated, or had an interest in a portfolio of 138 marina properties in the U.S. and Puerto Rico, which was classified as discontinued operations as of March 31, 2025.
Previous wording
We have been in the business of operating, acquiring, developing and expanding MH and RV communities since 1975, marinas since 2020, and communities in the United Kingdom since 2022. We lease individual parcels of land, or sites, with utility access for the placement of manufactured homes and RVs to our MH, RV and UK customers. Our MH communities are designed to offer affordable housing to individuals and families, while also providing certain amenities. In the U.S., we are also engaged in the marketing, selling and leasing of new and pre-owned homes to current and future residents in our MH communities. The rental program operations within our MH communities support and enhance our occupancy levels, property performance and cash flows. Our RV communities are designed to offer affordable vacation opportunities to individuals and families complemented by a diverse selection of high-quality amenities. The majority of our marinas are concentrated in coastal regions. Our marinas offer wet slip and dry storage space leases, end-to-end service (such as routine maintenance, repair and winterization), fuel sales and other high-end amenities. These services and amenities offer convenience and resort-quality experiences to our members and guests. In the United Kingdom, our UK communities are referred to as "holiday parks" and are located predominantly at irreplaceable seaside destinations in the south of England. We provide holiday home sales and associated site license activities to holiday homeowners in our communities.
Current wording
We have been in the business of operating, acquiring, developing and expanding MH and RV communities since 1975, and communities in the United Kingdom since 2022. We lease individual parcels of land, or sites, with utility access for the placement of manufactured homes and RVs to our MH, RV, and UK customers. Our MH communities are designed to offer affordable housing to individuals and families, while also providing certain amenities. In the U.S., we are also engaged in the marketing, selling and leasing of new and pre-owned homes to current and future residents in our MH communities. The rental program operations within our MH communities support and enhance our occupancy levels, property performance and cash flows. Our RV communities are designed to offer affordable vacation opportunities to individuals and families complemented by a diverse selection of high-quality amenities. In the United Kingdom, our UK communities are referred to as "holiday parks" and are located predominantly at irreplaceable seaside destinations in the south of England. We provide holiday home sales and associated site license activities to holiday homeowners in our communities.
Previous wording
Total Portfolio NOI -NOI is derived from property operating revenues minus property operating expenses and real estate taxes. NOI is a non-GAAP financial measure that we believe is helpful to investors as a supplemental measure of operating performance because it is an indicator of the return on property investment and provides a method of comparing property performance over time. We use NOI as a key measure when evaluating performance and growth of particular properties and / or groups of properties. The principal limitation of NOI is that it excludes depreciation, amortization, interest expense and non-property specific expenses such as general and administrative expenses, all of which are significant costs. Therefore, NOI is a measure of the operating performance of our properties rather than of the Company overall. We believe that NOI provides enhanced comparability for investor evaluation of properties' performance and growth over time.
Current wording
Total Portfolio NOI -NOI is derived from property operating revenues minus property operating expenses and real estate taxes. NOI is a non-GAAP financial measure that we believe is helpful to investors as a supplemental measure of operating performance because it is an indicator of the return on property investment and provides a method of comparing property performance over time. We use NOI as a key measure when evaluating performance and growth of particular properties and / or groups of properties. The principal limitation of NOI is that it excludes depreciation, amortization, interest expense, and non-property specific expenses such as general and administrative expenses, all of which are significant costs. Therefore, NOI is a measure of the operating performance of our properties rather than of the Company overall. We believe that NOI provides enhanced comparability for investor evaluation of property performance and growth over time.
Previous wording
Same Property NOI - This is a management tool used when evaluating the performance and growth of our Same Property portfolio. We define same properties as those we have owned and operated continuously since January 1, 2023. Same properties exclude ground-up development properties, acquired properties and properties sold after December 31, 2022. The Same Property data may change from time-to-time depending on acquisitions, dispositions, management discretion, significant transactions or unique situations. Same Property NOI does not include the revenues and expenses related to home sales, and service, retail, dining and entertainment activities at the properties. We believe that Same Property NOI is helpful to investors as a supplemental comparative performance measure of the income generated from the Same Property portfolio from one period to the next.
Current wording
Same Property NOI - This is a management tool used when evaluating the performance and growth of our Same Property portfolio. We define same properties as those we have owned and operated continuously since January 1, 2024. Same properties exclude ground-up development properties, acquired properties, properties classified as discontinued operations, and properties sold after December 31, 2023. The Same Property data may change from time-to-time depending on acquisitions, dispositions, management discretion, significant transactions, or unique situations. Same Property NOI does not include the revenues and expenses related to home sales, and ancillary activities at the properties. We believe that Same Property NOI is helpful to investors as a supplemental comparative performance measure of the income generated from the Same Property portfolio from one period to the next.
Previous wording
The following tables reconcile the Net income / (loss) attributable to SUI common shareholders to NOI and summarize our consolidated financial results for the three and nine months ended September 30, 2024 and 2023 (in millions):
Current wording
The following tables reconcile the Net loss attributable to SUI common shareholders to NOI and summarize our consolidated financial results for the three months ended March 31, 2025 and 2024 (in millions):
Previous wording
The RV, Marina, and UK segments are seasonal and the results of operations in any one period may not be indicative of results in future periods.
Current wording
The RV and UK segments are seasonal and the results of operations in any one period may not be indicative of results in future periods.
Previous wording
In the RV segment, certain properties maintain higher occupancy during the summer months, while other properties maintain higher occupancy during the winter months. Based on the location of our properties with transient RV sites, our portfolio generally produces higher revenues between April and September than between October and March. In the UK segment, vacation rental sites generally produce higher revenues between March and October. Through September 30, 2024, we recognized aggregate Real property - transient revenue from our RV and UK segments of $37.7 million in the first quarter, $81.7 million in the second quarter and $138.2 million in the third quarter. During the year ended December 31, 2023, we recognized Real property - transient revenue as follows:
Current wording
In the RV segment, certain properties maintain higher occupancy during the summer months, while other properties maintain higher occupancy during the winter months. Based on the location of our properties with transient RV sites, our portfolio generally produces higher revenues between April and September than between October and March. In the UK segment, vacation rental sites generally produce higher revenues between March and October. During the three months ended March 31, 2025, we recognized aggregate Real property - transient revenue from our segments of $30.5 million in the first quarter. During the year ended December 31, 2024, we recognized Real property - transient revenue as follows:
Previous wording
The following tables reflect certain financial and other information for our real estate operations by segment as of and for the three and nine months ended September 30, 2024 and 2023 (in millions, except for statistical information).
Current wording
The following tables reflect certain financial and other information for our real estate operations by segment as of and for the three months ended March 31, 2025 and 2024 (in millions, except for statistical information).
Previous wording
(a) MH annual sites included 10,794 and 9,834 rental homes in our rental program as of September 30, 2024 and 2023, respectively. Our investment in occupied rental homes at September 30, 2024 was $729.5 million, an increase of 11.2% from $655.8 million at September 30, 2023.
Current wording
(1) MH annual sites included 11,495 and 10,300 rental homes in our rental program as of March 31, 2025 and 2024, respectively. Our investment in occupied rental homes at March 31, 2025 was $812.1 million, an increase of 16.6% from $696.3 million at March 31, 2024.
Previous wording
For the three months ended September 30, 2024, the $4.2 million, or 1.1% decrease in Real Property NOI as compared to the same period in 2023, consists of a decrease of $8.0 million from Same Property RV, a decrease of $0.7 million from Same Property UK, and a decrease of $5.4 million, net from other recently acquired or developed properties and other items, partially offset by an increase of $7.9 million from Same Property MH and an increase of $2.0 million from Same Property Marina.
Current wording
For the three months ended March 31, 2025, the $2.6 million, or 1.1% decrease in Real Property NOI as compared to the same period in 2024, consists of a decrease of $4.5 million from Same Property RV, a decrease of $0.6 million from Same Property UK, and a decrease of $11.6 million, net from other recently acquired or developed properties and other items, partially offset by an increase of $14.1 million from Same Property MH.
Previous wording
Same Property refers to properties that we have owned for at least the preceding year, exclusive of properties recently completed or under construction, and other properties as determined by management. The Same Property data may change from time-to-time depending on acquisitions, dispositions, management discretion, significant transactions or unique situations. In order to evaluate the growth of the Same Property portfolio, management has classified certain items differently than our GAAP statement. The reclassification difference between our GAAP statements and our Same Property portfolio is the reclassification of utility revenues from real property revenue to operating expenses. Additionally, prior period Canadian currency figures have been translated at 2024 average exchange rates for constant currency comparability.
Current wording
Same Property refers to properties that we have owned for at least the preceding year, exclusive of properties recently completed or under construction, properties classified as discontinued operations, and other properties as determined by management. The Same Property data may change from time-to-time depending on acquisitions, dispositions, management discretion, significant transactions, or unique situations. In order to evaluate the growth of the Same Property portfolio, management has classified certain items differently than our GAAP statement. The reclassification difference between our GAAP statements and our Same Property portfolio is the reclassification of utility revenues from real property revenue to operating expenses. Additionally, prior period Canadian currency figures have been translated at 2025 average exchange rates for constant currency comparability.
Previous wording
The following tables reflect certain financial and other information for our Same Property MH, RV and Marina portfolios as of and for the three and nine months ended September 30, 2024 and 2023 (in millions, except for statistical information):
Current wording
The following tables reflect certain financial and other information for our Same Property MH and RV portfolios as of and for the three months ended March 31, 2025 and 2024 (in millions, except for statistical information):
Previous wording
(a) Same property results for our MH and RV properties reflect constant currency for comparative purposes. Canadian dollar figures in the prior comparative period have been translated at the average exchange rate during the three and nine months ended September 30, 2024 of $0.7332 and $0.7353 USD per CAD, respectively.
Current wording
(a) Same Property results for our MH and RV properties reflect constant currency for comparative purposes. Canadian currency figures in the prior comparative period have been translated at the average exchange rate during the three months ended March 31, 2025 of $0.6966 USD per Canadian dollar, respectively.
Previous wording
(a) Same Property adjusted blended occupancy for MH and RV combined increased to 98.8% at September 30, 2024, from 97.2% at September 30, 2023. The 160 basis point increase was driven by MH expansion fills and the conversion of transient RV sites to annual sites. Same Property blended occupancy for MH and RV was 98.0% at September 30, 2024, up 40 basis points from 97.6% at September 30, 2023.
Current wording
(a) Same Property adjusted blended occupancy for MH and RV combined increased to 99.0% at March 31, 2025, from 97.5% at March 31, 2024. The 150 basis point increase was driven by MH expansion fills and the conversion of transient RV sites to annual sites. Same Property blended occupancy for MH and RV was 98.1% at March 31, 2025, up 40 basis points from 97.7% at March 31, 2024.
Previous wording
The following tables reflect certain financial and other information for our Same Property UK portfolio as of and for the three and nine months ended September 30, 2024 and 2023 (in millions, except for statistical information):
Current wording
The following tables reflect certain financial and other information for our Same Property UK portfolio as of and for the three months ended March 31, 2025 and 2024 (in millions, except for statistical information):
Previous wording
(a)Same Property results for our UK properties reflect constant currency for comparative purposes. British pound sterling figures in the prior comparative period have been translated at the average exchange rate of $1.3009 and $1.2769 USD per GBP, during the three and nine months ended September 30, 2024, respectively.
Current wording
(a)Same Property results for our UK properties reflect constant currency for comparative purposes. United Kingdom currency figures in the prior comparative period have been translated at the average exchange rate of $1.2588 USD per pound sterling, during the three months ended March 31, 2025, respectively.
Previous wording
UK Same Property Summary (in whole units)
Current wording
UK Same Property Summary
Previous wording
(b)Adjusting for recently delivered and vacant expansion sites, Same Property adjusted occupancy increased by 120 basis points year over year, to 91.9% at September 30, 2024, from 90.7% at September 30, 2023.
Current wording
(b)Adjusting for recently delivered and vacant expansion sites, Same Property adjusted occupancy decreased by 60 basis points year over year, to 90.1% at March 31, 2025, from 90.7% at March 31, 2024.
Previous wording
•The MH segment increase in NOI of $7.9 million, or 5.3%, when compared to the same period in 2023 is primarily due to an increase in Real property (excluding transient) revenue of $13.2 million, or 6.5%. Real property (excluding transient) revenue increased primarily due to a 5.9% increase in monthly base rent.
Current wording
•The MH segment increase in NOI of $14.1 million, or 8.9%, when compared to the same period in 2024 is primarily due to an increase in Real property (excluding transient) revenue of $15.5 million, or 7.3%. Real property (excluding transient) revenue increased primarily due to a 5.2% increase in monthly base rent.
Previous wording
•The RV segment decrease in NOI of $8.0 million, or 6.9%, when compared to the same period in 2023 is primarily due to a decrease in Real property transient revenue of $11.8 million, or 10.4%, and an increase in Same property operating expenses of $3.9 million, or 5.4%, partially offset by an increase in Real property (excluding transient revenue) of $7.7 million, or 10.3%. The increase in Same Property operating expenses was primarily due to an increase in supplies and repairs expense and other expenses. The increase in Real property (excluding transient) revenue was primarily due to a 6.7% increase in monthly base rent and conversions of transient RV sites to annual RV sites.
Current wording
•The RV segment decrease in NOI of $4.5 million, or 9.1%, when compared to the same period in 2024 is primarily due to a decrease in Real property transient revenue of $6.8 million, or 20.6%, and an increase in Same property operating expenses of $2.6 million, or 5.5%, partially offset by an increase in Real property (excluding transient revenue) of $4.9 million, or 7.8%. The increase in Same Property operating expenses was primarily due to an increase in supplies and repairs expense and other expenses. The increase in Real property (excluding transient) revenue was primarily due to a 5.7% increase in monthly base rent and conversions of transient RV sites to annual RV sites.
Previous wording
•The UK segment decrease in NOI of $0.7 million, or 2.3%, when compared to the same period in 2023 is primarily due to the $2.3 million, or 12.2%, increase in Same property operating expenses partially offset by $1.3 million, or 5.0%, increase in Real property (excluding transient) revenue. The increase in Same Property operating expenses was due to increases in payroll wages and utility expenses, net of rebills. The increase in Real property (excluding transient) revenue was primarily due to a 3.4% increase in monthly base rent per site.
Current wording
•The UK segment decrease in NOI of $0.6 million, or 5.4%, when compared to the same period in 2024 is primarily due to total Same Property operating revenue remaining relatively flat while Same property operating expenses increased by $0.6 million, or 3.8%. The increase in Same Property operating expenses was due to increases in payroll wages and supplies and repairs expense.
Previous wording
The following table reflects certain financial and statistical information for our home sales program for the three and nine months ended September 30, 2024 and 2023 (in millions, except for average selling price and statistical information):
Current wording
The following table reflects certain financial and statistical information for our home sales program for the three months ended March 31, 2025 and 2024 (in millions, except for average selling price and statistical information):
Previous wording
The following table summarizes other income and expenses for the three and nine months ended September 30, 2024 and 2023 (in millions):
Current wording
The following table summarizes other income and expenses for the three months ended March 31, 2025 and 2024 (in millions):
Previous wording
Catastrophic event-related charges, net - for the three and nine months ended September 30, 2024, increased primarily due to charges of $3.9 million for impaired assets and storm-related damages at two MH communities, three RV communities, and nine marinas due to Hurricane Helene, and incremental asset impairment and debris removal charges, net of insurance recoveries, of $5.6 million driven by flooding at an RV community in New Hampshire.
Current wording
Catastrophic event-related charges, net - for the three months ended March 31, 2025, decreased primarily due to incremental asset impairment and debris removal charges of $4.7 million in 2024 that did not reoccur, driven by flooding at an RV community in New Hampshire.
Previous wording
Asset impairments - for the nine months ended September 30, 2024, increased due to asset impairment charges related to non-continuing expansion and development properties as well as the write off of other financial assets within our MH and UK segments in 2024. Refer to Note 16, "Fair Value Measurements," in our accompanying Consolidated Financial Statements for additional information.
Current wording
Asset impairments - for the three months ended March 31, 2025, increased due to asset impairment charges of $20.5 million related to pre-construction development costs at seven of our MH and RV properties for which the related development projects are no longer probable of being realized. Refer to Note 16, "Fair Value Measurements," in our accompanying Consolidated Financial Statements for additional information.
Previous wording
Gain / (loss) on dispositions of properties - for the three and nine months ended September 30, 2024, was a gain of $178.7 million and $186.6 million on the sale of 11 properties, respectively, as compared to a loss of $0.7 million and $2.9 million on the sale of two land parcels and one MH property during the same periods in 2023, respectively. Refer to Note 3, "Real Estate Acquisitions and Dispositions," in our accompanying Consolidated Financial Statements for additional information.
Current wording
Gain / (loss) on dispositions of properties - for the three months ended March 31, 2025, was a loss of $1.1 million on the sale of five properties, as compared to a gain of $5.4 million on the sale of two properties during the same periods in 2024. Refer to Note 4, "Real Estate Acquisitions and Dispositions," in our accompanying Consolidated Financial Statements for additional information.
Previous wording
Gain / (loss) on remeasurement of investment in nonconsolidated affiliates - for the nine months ended September 30, 2024, was a gain of $6.5 million as compared to a loss of $4.5 million during the same period in 2023 due to the fluctuation in the fair value of a notes receivable portfolio held at our GTSC joint venture. Refer to Note 7, "Investments in Nonconsolidated Affiliates," in our accompanying Consolidated Financial Statements for additional information.
Current wording
Gain on remeasurement of investment in nonconsolidated affiliates - for the three months ended March 31, 2025, was zero as compared to a gain of $5.2 million during the same period in 2024 due to the fluctuation in the fair value of a notes receivable portfolio held at our GTSC joint venture. Refer to Note 8, "Investments in Nonconsolidated Affiliates," in our accompanying Consolidated Financial Statements for additional information.
Previous wording
RECONCILIATION OF NET INCOME / (LOSS) ATTRIBUTABLE TO SUI COMMON SHAREHOLDERS TO FFO
Current wording
RECONCILIATION OF NET LOSS ATTRIBUTABLE TO SUI COMMON SHAREHOLDERS TO FFO
Previous wording
The following table reconciles Net income / (loss) attributable to SUI common shareholders to FFO for the three and nine months ended September 30, 2024 and 2023 (in millions, except for per share amounts):
Current wording
The following table reconciles Net loss attributable to SUI common shareholders to FFO for the three months ended March 31, 2025 and 2024 (in millions, except for per share amounts):
Previous wording
(2)These costs represent (i) nonrecurring integration expenses associated with acquisitions during the three and nine months ended September 30, 2024, and 2023, (ii) costs associated with potential acquisitions that will not close, (iii) expenses incurred to bring recently acquired properties up to our operating standards, including items such as tree trimming and painting costs that do not meet our capitalization policy.
Current wording
(2)These costs represent (i) nonrecurring integration expenses associated with acquisitions during the three months ended March 31, 2025 and 2024, (ii) costs associated with potential acquisitions that will not close, (iii) expenses incurred to bring recently acquired properties up to our operating standards, including items such as tree trimming and painting costs that do not meet our capitalization policy. Transaction costs - discontinued operations represent other non-recurring costs directly attributable to the Safe Harbor Sale.
Previous wording
(4)Other adjustments, net relates primarily to (i) an insurance loss recovery charge and ERP implementation expense during the three and nine months ended September 30, 2024, (ii) deferred tax benefit, severance costs, and long-term lease termination expense during the three and nine months ended September 30, 2024 and 2023, and (iii) a litigation settlement gain during the nine months ended September 30, 2024.
Current wording
(4)Other adjustments, net - continuing operations relates primarily to deferred tax benefit during the three months ended March 31, 2025 and 2024, and Other adjustments, net - discontinued operations relates primarily to a contingent consideration expense during the three months ended March 31, 2025 and litigation settlement gains during the three months ended March 31, 2024.
Previous wording
Our principal short-term liquidity demands historically have been, and are expected to continue to be, distributions to our shareholders and the unit holders of the Operating Partnership, property acquisitions, development and expansion of our properties, capital improvement of our properties, the purchase of new and pre-owned homes, and debt repayment. We intend to meet our short-term liquidity requirements through available cash balances, cash flow generated from operations, draws on our Senior Credit Facility, and the use of debt and equity offerings under our shelf registration statement. Refer to Note 9, "Debt and Line of Credit," and Note 10, "Equity and Temporary Equity," in our accompanying Consolidated Financial Statements for additional information.
Current wording
Our principal short-term liquidity demands historically have been, and are expected to continue to be, distributions to our shareholders and the unit holders of the Operating Partnership, property acquisitions, development and expansion of our properties, capital improvement of our properties, the purchase of new and pre-owned homes, and debt repayment. We intend to meet our short-term liquidity requirements through available cash balances, cash flow generated from operations, cash generated from the Safe Harbor Sale, draws on our senior credit facility, and the use of debt and equity offerings under our shelf registration statement. Refer to Note 9, "Debt and Line of Credit," Note 10, "Equity and Temporary Equity," and Note 20, "Subsequent Events," in our accompanying Consolidated Financial Statements for additional information and related activity subsequent to March 31, 2025.
Previous wording
We intend to continue to strengthen our capital and liquidity positions by focusing on our core fundamentals, which are generating positive cash flows from operations, maintaining appropriate debt levels and leverage ratios, and controlling overhead costs. We take a disciplined approach to selecting the optimal mix of financing sources to meet our liquidity demands and minimize our overall cost of capital. Our investment grade credit ratings remain unchanged from the initial rating. We plan to continue to capitalize on our unsecured bond market access to optimize our cost of capital and increase our financial flexibility.
Current wording
We intend to continue to strengthen our capital and liquidity positions by focusing on our core fundamentals, which are generating positive cash flows from operations, maintaining appropriate debt levels and leverage ratios, and controlling overhead costs. We take a disciplined approach to selecting the optimal mix of financing sources to meet our liquidity demands and minimize our overall cost of capital. We plan to continue to capitalize on our unsecured bond market access to optimize our cost of capital and increase our financial flexibility.
Previous wording
Given a macroeconomic backdrop of sustained higher interest rates, we intend to prioritize debt reduction as our primary use of free cash flow from our operations and of proceeds from equity issuances and selective capital recycling. In addition, we are reducing our development activity considering the more challenging macroeconomic and capital market environment. Capital spending besides projects that are underway will be solely focused on the most strategic opportunities. We also attempt to manage interest rate risks by using interest rate hedging instruments and by monitoring our overall leverage levels. We engage in certain hedging transactions to limit our exposure from the adverse effects of changes in interest rates on borrowing costs of our loans.
Current wording
Given a macroeconomic backdrop of sustained higher interest rates, we intend to prioritize debt reduction as our primary use of free cash flow from our operations, and of proceeds from equity issuances and selective capital recycling. Furthermore, as discussed below, we expect to significantly lower our leverage profile by using net cash proceeds from the Safe Harbor Sale. In addition, we are reducing our development activity considering the more challenging macroeconomic and capital market environment. Capital spending besides projects that are underway will be solely focused on the most strategic opportunities. We also attempt to manage interest rate risks by using interest rate hedging instruments and by monitoring our overall leverage levels. We engage in certain hedging transactions to limit our exposure from the adverse effects of changes in interest rates on borrowing costs of our loans.
Previous wording
Subject to market conditions, we intend to selectively identify opportunities to expand our development pipeline and acquire existing properties. We finance acquisitions through available cash, secured financing, draws on our Senior Credit Facility, the assumption of existing debt on properties and the issuance of debt and equity securities. The current higher interest rate environment makes it more expensive to finance acquisitions and fund developments and expansions. We will continue to very selectively pursue acquisition and development opportunities that meet our underwriting criteria.
Current wording
Subject to market conditions, we intend to selectively identify opportunities to expand our development pipeline and acquire existing properties. We finance acquisitions through available cash, secured financing, draws on our senior credit facility, the assumption of existing debt on properties and the issuance of debt and equity securities. Given the higher interest rate environment, we continue to selectively pursue acquisition and development opportunities that meet our underwriting criteria.
Previous wording
We have commenced a targeted disposition program to divest non-strategic assets in an effort to simplify management and reduce our overall leverage. During the nine months ended September 30, 2024, we sold 10 MH properties, one UK property, and two development properties with an aggregate of 3,409 sites for a gross sale price of approximately $392.2 million, and received total cash consideration of approximately $287.0 million, net of settlement of the associated mortgage debt of $93.5 million. The net proceeds were used to repay borrowings outstanding under the Senior Credit Facility.
Current wording
We have continued a targeted disposition program to divest non-strategic assets in an effort to simplify management and reduce total debt. During the three months ended March 31, 2025, we sold a portfolio of three MH properties and two RV properties for a gross sale price of approximately $120.7 million.
Previous wording
Refer to Note 3, "Real Estate Acquisitions and Dispositions," in our accompanying Consolidated Financial Statements for additional details on acquisitions and dispositions completed to date.
Current wording
We plan to selectively expand our properties utilizing our inventory of owned and entitled land. We have 16,370 MH and RV sites suitable for future development. Refer to Note 4, "Real Estate Acquisitions and Dispositions," in our accompanying Consolidated Financial Statements for additional details on acquisitions and dispositions completed to date.
Previous wording
Property recurring capital expenditures are necessary to maintain asset quality, including purchasing and replacing items used to operate the communities and marinas. Recurring capital expenditures at our MH, RV and UK properties include major road, driveway and pool improvements; clubhouse renovations; adding or replacing streetlights; playground equipment; signage; maintenance facilities; manager housing and property vehicles. Recurring capital expenditures at our marinas include dredging, dock repairs and improvements, and equipment maintenance and upgrades. The minimum capitalized amount is five hundred dollars.
Current wording
Property recurring capital expenditures are necessary to maintain asset quality, including purchasing and replacing items used to operate the communities. Recurring capital expenditures at our MH, RV, and UK properties include major road, driveway and pool improvements; clubhouse renovations; adding or replacing streetlights; playground equipment; signage; maintenance facilities; manager housing; and property vehicles. The minimum capitalized amount is one thousand dollars.
Previous wording
Growth projects - consist of revenue generating or expense reducing activities at the properties. These include, but are not limited to, utility efficiency and renewable energy projects, site, slip or amenity upgrades such as the addition of a garage, shed or boat lift, and other special capital projects that substantiate an incremental rental increase.
Current wording
Growth projects - consist of revenue generating or expense reducing activities at the properties. These include, but are not limited to, utility efficiency and renewable energy projects, site, slip or amenity upgrades such as the addition of a garage or shed, and other special capital projects that substantiate an incremental rental increase.
Previous wording
Expansion and development expenditures - consist primarily of construction costs such as roads, activities, and amenities, and costs necessary to complete site improvements, such as driveways, sidewalks and landscaping at our MH, RV and UK communities. Expenditures also include costs to rebuild after damage has been incurred at MH, RV, marina or UK properties, and research and development.
Current wording
Expansion and development expenditures - consist primarily of construction costs such as roads, activities, and amenities, and costs necessary to complete site improvements, such as driveways, sidewalks, and landscaping at our MH, RV, and UK communities. Expenditures also include costs to rebuild after damage has been incurred at our properties, and research and development.
Showing the first 40 of 58 pairs. Open the source sections for the rest.
Rearranged previous paragraphs (3)
Previous report — wording carried elsewhere
Real Property Operations - Total Portfolio (Continued)
Previous report — wording carried elsewhere
For the nine months ended September 30, 2024, the $42.3 million, or 4.4% increase in Real Property NOI as compared to the same period in 2023, consists of an increase of $29.3 million from Same Property MH, an increase of $9.6 million from Same Property Marina, an increase of $4.3 million from Same Property UK and an increase of $6.7 million, net from other recently acquired or developed properties and other items, partially offset by a decrease of $7.6 million from Same Property RV.
Previous report — wording carried elsewhere
We will selectively expand our properties utilizing our inventory of owned and entitled land. We have 18,190 MH and RV sites suitable for future development.