M&A - SUN COMMUNITIES INC

Form Type: 8-K

Filing Date: 2025-05-06

Corporate Action: Acquisition

Type: New

Accession Number: 000091259325000164

Filing Summary: On April 30, 2025, Sun Communities, Inc. completed the initial closing of its sale of Safe Harbor Marinas, LLC to Poseidon Holdco I L.P., an affiliate of Blackstone Inc., for approximately $5.25 billion in cash. The deal, guided by a Membership Interest Purchase Agreement dated February 24, 2025, involved the transfer of Safe Harbor and its subsidiaries, while 15 properties related to the sale are pending third-party consents valued at around $250 million. The managing rights of these properties will temporarily remain with an affiliate of Safe Harbor until consent is obtained. Additionally, effective the same date, the company announced a $1 billion stock repurchase program and declared a special one-time cash distribution of $4.00 per share, set for payment on May 22, 2025, to shareholders of record by May 14, 2025. The redemption of $500 million in senior notes due 2029 and $400 million due 2033 was also announced, scheduled for May 10, 2025, funded with proceeds from the sale.

Form Type: DEF 14A

Filing Date: 2025-04-01

Corporate Action: Acquisition

Type: New

Accession Number: 000091259325000147

Filing Summary: Sun Communities, Inc. has signed an agreement to sell Safe Harbor Marinas to Blackstone Infrastructure for an approximate total of $5.65 billion. This strategic sale allows Sun to refocus on its core manufactured housing (MH) and recreational vehicle (RV) segments while improving its leverage profile. In 2024, the company saw strong performance, with significant growth in its MH segment and increased income from RV sites. The acquisition aligns with their goal of simplifying operations and enhancing financial stability. Governance changes are also noted, including board refreshment and the planned retirement of the CEO. The company aims for an annual meeting on May 13, 2025, where shareholders will vote on various proposals including the election of directors and compensation matters.

Form Type: 8-K

Filing Date: 2025-02-24

Corporate Action: Acquisition

Type: New

Accession Number: 000119312525032906

Filing Summary: On February 24, 2025, Sun Communities, Inc. (the "Company") entered into a Membership Interest Purchase Agreement with BIP Poseidon Holdco L.P. (the "Buyer") to sell all rights and interests in Safe Harbor Marinas, LLC and SHM TRS, LLC for approximately $5.65 billion. The transaction includes provisions for potential adjustments related to net working capital, cash, indebtedness, and capital expenditures. If necessary third-party consents are not obtained by closing, cash consideration will be reduced by the agreed value of the affected subsidiaries, which totals up to $769 million. The Company and Buyer have agreed to indemnify each other against breaches of covenants and representations within the agreement, which also contains customary conditions and termination rights. The transaction is expected to close in the second quarter of 2025, subject to conditions being met. Additionally, a restrictive covenant agreement will govern non-solicitation and non-competition for three years following the transaction's closing.