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SUN COMMUNITIES INC

For the period ended Jun 30, 2025. Filed Jul 31, 2025.

View on SEC.gov

About 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.

Jun 30, 2025 · Filed Jul 31, 2025

SUI$120.30-1.5%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous 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 OPERATIONS

Current report: 10-Q

Period ended 2025-06-30; filed 2025-07-31.

0000912593-25-000218

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

The 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 155 previous paragraphs and 168 current paragraphs.

76 unchanged; 59 reworded; 30 added; 17 removed; 3 previous and 3 current paragraphs rearranged.

Tables are not compared: 22 previous and 24 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 (30)

Current report

For the six months ended June 30, 2025, the $7.4 million, or 1.5% increase in Real Property NOI as compared to the same period in 2024, consists of an increase of $26.1 million from Same Property MH NOI and an increase of $1.6 million from Same Property UK NOI, partially offset by an NOI decrease of $15.0 million, net from other recently acquired or developed properties and a decrease of $5.3 million from Same Property RV NOI.

Current report

•The UK segment increase in NOI of $2.1 million, or 10.2%, when compared to the same period in 2024 is primarily due to an increase in Real property revenue of $3.8 million, or 9.5%, partially offset by an increase in Same property operating expenses by $1.7 million, or 8.8%. The increase in Real property revenue was primarily due to a 5.3% increase in monthly base rent per site and Real property transient revenue growth of $2.6 million, or 18.3%. The increase in Same Property operating expenses was due to increases in payroll wages, utilities and leasing costs.

Current report

•The MH segment increase in NOI of $26.1 million, or 8.3%, when compared to the same period in 2024 is primarily due to an increase in Real property (excluding transient) revenue of $30.5 million, or 7.1%. Real property (excluding transient) revenue increased primarily due to a 5.3% increase in monthly base rent.

Current report

•The RV segment decrease in NOI of $5.3 million, or 4.3%, when compared to the same period in 2024 is primarily due to a decrease in Real property transient revenue of $11.1 million, or 11.4%, and an increase in Same property operating expenses of $4.6 million, or 4.1% offset by an increase in Real property (excluding transient) revenue of $10.4 million, or 7.7%. The increase in Real property (excluding transient) revenue was primarily due to a 5.0% 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. The increase in Same Property operating expenses was primarily due to an increase in supplies and repairs expense and other expenses.

Current report

•The UK segment increase in NOI of $1.6 million, or 5.0%, when compared to the same period in 2024 is primarily due to the $2.1 million, or 4.1%, increase in Real property (excluding transient) revenue and an increase in Real property transient revenue of $1.8 million, or 10.8%, partially offset by an increase of $2.3 million, or 6.5%, in Same property operating expenses. The increase in Real property (excluding transient) revenue was primarily due to a 5.3% increase in monthly base rent per site. The increase in Same property operating expenses was primarily due to increases in payroll wages, utilities and other expense.

Current report

For the three months ended June 30, 2025, the 48.5% decrease in NOI was primarily driven by a 23.0% decrease in units sold, primarily driven by fewer available sites in conjunction with reduced expansion and development activity, as well as a 6.8% decrease in average selling price.

Current report

For the six months ended June 30, 2025, 44.4% decrease in NOI was primarily driven by a 12.9% decrease in units sold, primarily driven by fewer available sites in conjunction with reduced expansion and development activity, as well as a 11.0% decrease in average selling price.

Current report

For the six months ended June 30, 2025, the 3.6% decrease in NOI was primarily driven by a 4.9% decrease in NOI margin, partially offset by a 12.5% increase in average selling price and a 0.8% increase in total home sales volume.

Current report

Interest income - for the three and six months ended June 30, 2025, increased due to the interest earned on our increased cash balance from the Safe Harbor Sale.

Current report

Brokerage commissions and other, net - for the three months ended June 30, 2025, increased primarily due to the receipt of business interruption insurance proceeds from properties impacted by Hurricane Ian. Refer to Note 18, "Commitments and Contingencies," in our accompanying Consolidated Financial Statements for additional information.

Current report

General and administrative expense - for the three and six months ended June 30, 2025, increased primarily due to dead deal costs and other transaction costs associated with potential acquisitions, and increases in wages and incentives driven by strategic initiatives.

Current report

Loss on extinguishment of debt- for the three and six months ended June 30, 2025, increased primarily due to the recognition of early extinguishment premiums of $102.4 million, due to the settlement of $3.2 billion of debt obligations using proceeds generated from the Safe Harbor Sale. Refer to Note 10, "Debt and Line of Credit," in our accompanying Consolidated Financial Statements for additional information.

Current report

Interest expense- for the three and six months ended June 30, 2025, decreased primarily due to the settlement of $3.2 billion in debt obligations using proceeds generated from the Safe Harbor Sale. Refer to Note 10, "Debt and Line of Credit," in our accompanying Consolidated Financial Statements for additional information.

Current report

Deferred tax benefit - for the three and six months ended June 30, 2025, increased primarily due to the recognition of a deferred tax benefit of $29.0 million in conjunction with the impairment of three development properties in the UK. Refer to Note 17, "Fair Value Measurements," in our accompanying Consolidated Financial Statements for additional information.

Current report

Income from discontinued operations, net- for the three and six months ended June 30, 2025, was $1.4 billion, as compared to $25.7 million and $36.9 million, respectively, in the same periods in 2024, primarily due to the $1.4 billion gain recognized on the initial closing of the Safe Harbor Sale in the current period.

Current report

(1)Assumes full conversion of all equity participating units, including common and preferred OP units, into our common stock, and has no material impact on previously reported results.

Current report

(6)FFO and Core FFO include discontinued operations activity of $(2.6) million or $(0.02) per Share, and $75.3 million or $0.57 per Share, respectively, during the six months ended June 30, 2025, and $132.7 million or $1.03 per Share, and $125.5 million or $0.97 per Share, respectively, during the six months ended June 30, 2024.

Current report

•Repaid approximately $3.3 billion of debt, including $1.6 billion of outstanding borrowings under our senior credit facility, as well as $737.7 million in secured mortgage debt, and $956.5 million in unsecured notes, inclusive of prepayment costs.

Current report

•Returned capital to shareholders, including the payment of a special cash distribution of $4.00 per share, totaling $521.3 million, and the initiation of our Stock Repurchase Program.

Current report

•Initiated other opportunistic financial enhancements, including deploying cash of $199.2 million to repurchase the titles to 22 UK properties that were previously controlled via ground leases.

Current report

Refer to Note 1, "Basis of Presentation," and Note 2, "Assets Held for Sale and Discontinued Operations," for additional details related to the Safe Harbor Sale. Refer to Note 19, "Leases," for additional details related to the UK long-term lease terminations.

Current report

Refer to the "Liquidity and Capital Resources" section in Part II, Item 7 of our 2024 Annual Report for capital expenditure activity definitions and additional information.

Current report

Financing activities - Net cash provided by financing activities was $1.0 billion for the six months ended June 30, 2025, compared to net cash used for financing activities of $163.9 million for the six months ended June 30, 2024. The change in Net cash provided by / (used for) financing activities was primarily driven by a net capital transfer of $5.4 billion from Safe Harbor to the Company in conjunction with the Safe Harbor Sale, partially offset by an increase in cash deployed to settle debt obligations and distribute cash to shareholders through a special cash dividend paid during the six months ended June 30, 2025, as compared to the corresponding period in 2024. Refer to the Consolidated Statements of Cash Flows for detail on the net cash provided by financing activities during the six months ended June 30, 2025 and 2024. Refer to Note 10, "Debt and Line of Credit," in our accompanying Consolidated Financial Statements for additional information.

Current report

Operating activities - Net cash provided by operating activities for discontinued operations decreased by $59.3 million to $90.3 million for the six months ended June 30, 2025, compared to $149.6 million for the six months ended June 30, 2024. The decrease in net cash provided by operating activities for discontinued operations was due to a reduction in owned marinas, due to the initial closing of the Safe Harbor Sale during the six months ended June 30, 2025 as compared to the corresponding period in 2024.

Current report

Financing activities - Net cash used for financing activities for discontinued operations increased by $5.4 billion to $5.5 billion for the six months ended June 30, 2025, compared to $8.2 million for the six months ended June 30, 2024. The increase in net cash used for financing activities is due to the net capital transfer of $5.4 billion from Safe Harbor to the Company in conjunction with the Safe Harbor Sale.

Current report

In May 2025, our Board of Directors authorized a stock repurchase program under which we may repurchase up to $1.0 billion in shares of our outstanding common stock through April 30, 2026. Under the Stock Repurchase Program, we may repurchase shares of our common stock in open market transactions, through privately negotiated transactions, through one or more accelerated repurchases, or otherwise, in accordance with the terms set forth in Rule 10b5-1 and Rule 10b-18 of the Exchange Act and other applicable legal requirements. The Stock Repurchase Program does not obligate us to repurchase any specific number of shares, and we may initiate, suspend, or discontinue purchases under the Stock Repurchase Program at any time.

Current report

All repurchased shares are retired and returned to authorized but unissued status upon settlement. During the three months ended June 30, 2025, we repurchased and retired 1.6 million shares of our outstanding common stock for $202.8 million. As of June 30, 2025, we had $797.2 million remaining authorized for purchase under this program.

Current report

During the three months ended June 30, 2025, we redeemed the aggregate principal amount of $900.0 million on the 2029 Notes and the 2033 Notes using cash proceeds generated from the Safe Harbor Sale. In accordance with the terms of each series of Notes, the redemption price was inclusive of a customary make-whole premium and accrued and unpaid interest. As a result, we recorded charges of $56.5 million to Loss on extinguishment of debt on the Consolidated Statements of Operations in connection with early extinguishment premiums on the 2029 and 2033 Note Redemptions. Refer to Note 16, "Derivative Financial Instruments," for cash flow hedge activity resulting from the redemptions.

Current report

(1) As of June 30, 2025, we did not have any borrowings outstanding under the senior credit facility.
Removed paragraphs (17)

Previous report

•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 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.

Previous 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.

Previous report

(1)Excludes the effect of certain anti-dilutive convertible securities.

Previous report

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 report

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 report

Lot modifications - consist of expenditures incurred to modify the foundational structures required to set a new home after a previous home has been removed. These expenditures are necessary to create a revenue stream from a new site renter and often improve the quality of the community. Other lot modification expenditures include land improvements added to annual RV sites to aid in the conversion of transient RV guests to annual contracts.

Previous report

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 report

Rebranding - includes new signage at our RV communities and the costs of building an RV mobile application and updated website.

Previous report

Capital improvements to recent acquisitions - often require 24 to 36 months to complete after closing and include upgrading clubhouses; landscaping; new street light systems; new mail delivery systems; pool renovations including larger decks, heaters and furniture; new maintenance facilities; lot modifications; and new signage including main signs and internal road signs.

Previous report

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.

Previous report

Rental program - consists of investment in the acquisition of homes intended for the rental program and the purchase of vacation rental homes at our RV communities. Expenditures for these investments depend upon the condition of the markets for repossessions and new home sales, rental homes, and vacation rental homes.

Previous report

Financing activities - Net cash used for financing activities increased by $95.0 million to $119.0 million for the three months ended March 31, 2025, compared to $24.0 million for the three months ended March 31, 2024. The increase in Net cash used for financing activities was primarily driven by a decrease in borrowings and issuance of other debt during the three months ended March 31, 2025, as compared to the corresponding period in 2024, as part of our strategy to optimize the strength of our balance sheet. Refer to the Consolidated Statements of Cash Flows for detail on the net cash provided by financing activities during the three months ended March 31, 2025 and 2024. Refer to Note 9, "Debt and Line of Credit," in our accompanying Consolidated Financial Statements for additional information.

Previous 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.

Previous 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.
Reworded paragraphs (59)

Previous 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.

Current wording

We are a fully integrated REIT. As of June 30, 2025, we owned and operated, directly or indirectly, or had an interest in, a portfolio of 501 developed properties located in the U.S., Canada, and the United Kingdom including 284 MH communities, 164 RV communities, and 53 UK communities. We also owned, operated, or had an interest in a portfolio of nine marina properties in the U.S., which was classified as discontinued operations as of June 30, 2025.

Previous wording

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 wording

During the three months ended June 30, 2025, we completed the initial closing of the Safe Harbor Sale, which generated approximately $5.25 billion of pre-tax cash proceeds, net of transaction costs, with a gain on sale of $1.4 billion. Pursuant to the terms of the transaction agreement, 15 Delayed Consent Subsidiaries 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 the 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, the 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, the buyer will not have the right to acquire any such Delayed Consent Subsidiary, unless such period is extended by the parties. Subsequent to the initial closing, we completed the sale of six Delayed Consent Subsidiaries for $136.7 million. We expect to complete the sale of the remaining nine Delayed Consent Subsidiaries during the three months ending September 30, 2025.

Previous wording

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 wording

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. During the three months ended June 30, 2025, we began to deploy the cash proceeds from the Safe Harbor Sale to implement a balanced, tax-efficient capital allocation plan aimed at optimizing shareholder value through significantly lower leverage, greater financial flexibility to drive sustainable cash flow growth, and a thoughtful capital return strategy.

Previous wording

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 wording

Refer to Part 1, 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," in our accompanying Consolidated Financial Statements for additional details related to the Safe Harbor Sale.

Previous 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):

Current wording

The following tables reconcile the Net income attributable to SUI common shareholders to NOI and summarize our consolidated financial results for the three and six months ended June 30, 2025 and 2024 (in millions):

Previous wording

(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 wording

(1) Excludes properties classified as discontinued operations. During the three and six months ended June 30, 2025, our marina properties generated total NOI of $27.9 million and $92.0 million, respectively. During the three and six months ended June 30, 2024, our marina properties generated total NOI of $92.2 million and $153.8 million, respectively, which was recorded within Income from discontinued operations, net on the Consolidated Statements of Operations. Refer to Note 2, "Assets Held for Sale and Discontinued Operations," for additional information.

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. 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:

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 six months ended June 30, 2025, we recognized aggregate Real property - transient revenue from our segments of $30.5 million in the first quarter and $81.4 million in the second 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 months ended March 31, 2025 and 2024 (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 and six months ended June 30, 2025 and 2024 (in millions, except for statistical information).

Previous 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.

Current wording

(1) MH annual sites included 11,946 and 10,589 rental homes in our rental program as of June 30, 2025 and 2024, respectively. Our investment in occupied rental homes at June 30, 2025 was $812.5 million, an increase of 14.5% from $709.4 million at June 30, 2024.

Previous 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.

Current wording

For the three months ended June 30, 2025, the $10.0 million, or 3.9% increase in Real Property NOI as compared to the same period in 2024, consists of an increase of $12.0 million from Same Property MH NOI and an increase of $2.1 million from Same Property UK NOI, partially offset by a decrease of $0.7 million from Same Property RV NOI and an NOI decrease of $3.4 million, net from other recently acquired or developed properties and other items.

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, 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.

Current wording

Same Property data includes all properties that we have owned and operated continuously since January 1, 2024, exclusive of properties recently completed or under construction, acquired properties, properties classified as discontinued operations, other properties as determined by management, 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. 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 and RV portfolios as of and for the three months ended March 31, 2025 and 2024 (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 and six months ended June 30, 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 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.

Current wording

(1) 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 and six months ended June 30, 2025 of $0.7227 and$0.7096 USD per Canadian dollar, respectively.

Previous 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.

Current wording

(1) Same Property adjusted blended occupancy for MH and RV combined increased to 99.0% at June 30, 2025, from 97.5% at June 30, 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 98.2% at June 30, 2025, up 50 basis points from 97.7% at June 30, 2024.

Previous wording

(c)Occupied rental program sites in Same Property are included in total sites.

Current wording

(3)Occupied rental program sites in Same Property are included in total sites.

Previous 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):

Current wording

The following tables reflect certain financial and other information for our Same Property UK portfolio as of and for the three and six months ended June 30, 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. 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.

Current wording

(1)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 $1.3359 and $1.2973 USD per pound sterling, during the three and six months ended June 30, 2025, respectively.

Previous 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.

Current wording

(1)Adjusting for recently delivered and vacant expansion sites, Same Property adjusted occupancy decreased by 40 basis points year over year, to 90.6% at June 30, 2025, from 91.0% at June 30, 2024.

Previous 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.

Current wording

•The MH segment increase in NOI of $12.0 million, or 7.7%, when compared to the same period in 2024 is primarily due to an increase in Real property (excluding transient) revenue of $14.9 million, or 6.9%. Real property (excluding transient) revenue increased primarily due to a 5.3% increase in monthly base rent.

Previous 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.

Current wording

•The RV segment decrease in NOI of $0.7 million, or 1.1%, when compared to the same period in 2024 is primarily due to a decrease in Real property transient revenue of $4.3 million, or 6.7%, and an increase in Same property operating expenses of $2.0 million, or 3.1%, partially offset by an increase in Real property (excluding transient revenue) of $5.6 million, or 7.7%. 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 5.0% increase in monthly base rent and conversions of transient RV sites to annual RV sites.

Previous 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):

Current wording

The following table reflects certain financial and statistical information for our home sales program for the three and six months ended June 30, 2025 and 2024 (in millions, except for average selling price and statistical information):

Previous wording

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 wording

For the three months ended June 30, 2025, the 5.7% decrease in NOI was primarily driven by a 7.2% decrease in NOI margin, partially offset by a 15.6% increase in average selling price and a 2.3% increase in total home sales volume.

Previous wording

The following table summarizes other income and expenses for the three months ended March 31, 2025 and 2024 (in millions):

Current wording

The following table summarizes other income and expenses for the three and six months ended June 30, 2025 and 2024 (in millions):

Previous 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.

Current wording

Catastrophic event-related charges, net - for the six months ended June 30, 2025, decreased primarily due to asset impairment and debris removal charges, net of insurance recoveries, of $10.6 million in the prior period, driven by flooding at an RV community in New Hampshire.

Previous 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.

Current wording

Asset impairments - for the three and six months ended June 30, 2025, increased due to asset impairment charges of $132.7 million related to three development properties in the UK, and asset impairment charges of $32.2 million related to three RV properties in the U.S. and Canada, driven by our change in strategic plan for these properties. Refer to Note 17, "Fair Value Measurements," in our accompanying Consolidated Financial Statements for additional information.

Previous wording

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 wording

Gain / (loss) on foreign currency exchanges - for the three and six months ended June 30, 2025, was a gain of $39.4 million and $48.1 million, respectively, as compared to a loss of $2.8 million and $1.7 million, respectively, during the same period in 2024 primarily due to the settlement of six foreign currency forward swaps, as well as the weakening of the U.S. dollar versus the Pound sterling. Refer to Note 16, "Derivative Financial Instruments," in our accompanying Consolidated Financial Statements for additional information.

Previous 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.

Current wording

Gain / (loss) on dispositions of properties - for the three and six months ended June 30, 2025, was a loss of $1.3 million and $2.4 million, respectively, as compared to a gain of $2.5 million and $7.9 million, respectively, during the same periods in 2024, driven by property dispositions in each period. Refer to Note 5, "Real Estate Acquisitions and Dispositions," in our accompanying Consolidated Financial Statements for additional information.

Previous wording

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 wording

Other income / (expense), net - for the three and six months ended June 30, 2025, was income of $31.9 million and $37.6 million, respectively, primarily due to a long-term lease termination gain on the repurchase of titles to 22 UK properties previously controlled via ground leases, as compared to an expense of $1.1 million and $3.5 million, respectively, during the same periods in 2024. Refer to Note 19, "Leases," in our accompanying Consolidated Financial Statements for additional information.

Previous 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.

Current wording

Gain / (loss) on remeasurement of investment in nonconsolidated affiliates - for the six months ended June 30, 2025, was a loss of $1.5 million as compared to a gain of $5.3 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 9, "Investments in Nonconsolidated Affiliates," in our accompanying Consolidated Financial Statements for additional information.

Previous wording

RECONCILIATION OF NET LOSS ATTRIBUTABLE TO SUI COMMON SHAREHOLDERS TO FFO

Current wording

RECONCILIATION OF NET INCOME ATTRIBUTABLE TO SUI COMMON SHAREHOLDERS TO FFO

Previous 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):

Current wording

The following table reconciles Net income attributable to SUI common shareholders to FFO for the three and six months ended June 30, 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 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.

Current wording

(2)These costs represent (i) nonrecurring integration expenses associated with acquisitions during the three and six months ended June 30, 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. Acquisition and other transaction costs - discontinued operations primarily represent non-recurring costs directly attributable to the Safe Harbor Sale.

Previous 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.

Current wording

(4)Other adjustments, net - continuing operations relates primarily to deferred tax benefits and long-term lease termination gains during the three and six months ended June 30, 2025 and 2024, and Other adjustments, net - discontinued operations relates primarily to a contingent consideration expense during the six months ended June 30, 2025 and litigation settlement gains during the three and six months ended June 30, 2024.

Previous wording

(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 wording

(5)FFO and Core FFO includes discontinued operations activity of $(22.6) million or $(0.17) per Share, and $26.2 million or $0.20 per Share, respectively, during the three months ended June 30, 2025, and $76.3 million or $0.59 per Share, and $78.6 million or $0.61 per Share, respectively, during the three months ended June 30, 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, 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.

Current wording

Our principal short-term liquidity demands are expected to consist of distributions to our shareholders and the unit holders of the Operating Partnership through cash distributions and share repurchases, property acquisitions, development and expansion of our properties, capital improvement of our properties, and the purchase of new and pre-owned homes. 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 10, "Debt and Line of Credit," and Note 11, "Equity and Temporary Equity," and Note 21, "Subsequent Events," in our accompanying Consolidated Financial Statements for additional information and related activity subsequent to June 30, 2025.

Previous wording

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 wording

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. During the three months ended June 30, 2025, we completed the initial closing of the Safe Harbor Sale and generated $5.25 billion of pre-tax cash proceeds, net of transaction costs. The Safe Harbor Sale advances our strategy of focusing on our core MH and RV segments and enhances our leverage profile and financial flexibility. We have deployed 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. We intend to maintain our strong financial position and lower leverage profile 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.

Previous wording

Since our initial public offering in 1993, we have demonstrated operational reliability and cash flow strength throughout economic cycles. Our current objectives include streamlining our operations with an emphasis on our reliable real property income. We recognize the headwinds we are facing from a challenging macroeconomic environment and are re-aligning our strategy to focus on our proven, durable income streams. We are positioned for ongoing organic growth with expected rental rate increases, occupancy gains, and expense management. In 2025, we expect rental rate growth that exceeds headline inflation with ongoing focus on expense management to continue generating strong organic cash flow growth.

Current wording

Since our initial public offering in 1993, we have demonstrated operational reliability and cash flow strength throughout economic cycles. Our current objectives include streamlining our operations with an emphasis on our reliable real property income. We recognize the headwinds we are facing from a challenging macroeconomic environment and are re-aligning our strategy to focus on our proven, durable income streams. We are positioned for ongoing organic growth with expected rental rate increases, occupancy gains, and expense management. For the remainder of 2025, we continue to expect rental rate growth that exceeds headline inflation with ongoing focus on expense management to continue generating strong organic cash flow growth.

Previous wording

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 wording

In connection with cash proceeds generated from the Safe Harbor Sale, during the three months ended June 30, 2025, we initiated the following capital allocation decisions:

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. Given the higher interest rate environment, we continue to 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. As of June 30, 2025, we have allocated restricted cash of $565.3 million into 1031 exchange escrow accounts to fund potential future MH and RV acquisitions. Given the higher interest rate environment, we continue to selectively pursue acquisition and development opportunities that meet our underwriting criteria.

Previous 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.

Current wording

We have continued a targeted disposition program to divest non-strategic assets in an effort to simplify management and maintain financial flexibility. During the six months ended June 30, 2025, we sold three MH properties, three RV properties, and one MH development land parcel for a gross sale price of approximately $164.2 million.

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Rearranged current paragraphs (3)

Current report — wording carried from elsewhere

•Targeted reinvestment in strategic growth by allocating $565.3 million into 1031 exchange escrow accounts to fund potential future MH and RV acquisitions.

Current report — wording carried from elsewhere

Investing activities - Net cash provided by investing activities for discontinued operations was $5.4 billion for the six months ended June 30, 2025, compared to net cash used for investing activities for discontinued operations of $132.9 million for the six months ended June 30, 2024. The change in net cash provided by / (used for) investing activities for discontinued operations is driven by cash proceeds received from the initial closing of the Safe Harbor Sale.

Current report — wording carried from elsewhere

covenants for the senior credit facility are as follows:
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

Real Property Operations - North America Same Property Portfolio (Continued)

Previous report — wording carried elsewhere

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 report — wording carried elsewhere

Current market and economic conditions, including relating to, among other things, interest rates, currency fluctuations, equity valuations, and inflation, may adversely affect our ability to obtain debt and equity capital in the short term on attractive terms.