Maryland | 1-12616 | 38-2730780 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
27777 Franklin Rd. | ||
Suite 200 | ||
Southfield, Michigan | 48034 | |
(Address of Principal Executive Offices) | (Zip Code) |
(248) 208-2500 |
Item 2.02 | Results of Operations and Financial Condition |
Item 9.01 | Financial Statements and Exhibits |
(d) | Exhibits. |
99.1 | Press release issued April 30, 2014 |
SUN COMMUNITIES, INC. | |||
Dated: April 30, 2014 | By: | /s/ Karen J. Dearing | |
Karen J. Dearing, Executive Vice President, Chief Financial Officer, Secretary and Treasurer |
Exhibit No. | Description | |
99.1 | Press release issued April 30, 2014 | |
• | FFO(1) excluding acquisition related costs was $0.95 per diluted share and OP unit ("Share") for the three months ended March 31, 2014. |
• | Same site Net Operating Income (“NOI”)(2) increased by 6.6 percent as compared to the three months ended March 31, 2013. |
• | Revenue producing sites increased by 560 sites bringing total portfolio occupancy to 90.2 percent. |
• | Raised $214.0 million in net proceeds from an equity offering of 4.8 million shares of common stock. $27.6 million of the proceeds were received after quarter end when the underwriters exercised their option to purchase additional shares. |
• | Four recreational vehicle communities were acquired during the first quarter of 2014 for $106.0 million. |
Q2 2014 | 2014 | |
FFO (1) excluding acquisition related costs | $0.74 - $0.76 per Share | $3.33 - $3.43 per Share |
• | Same Site Portfolio: At the midpoint of guidance the Company's same property portfolio of 173 communities is expected to generate revenue growth of approximately 6.0% and property and operating expense growth of 3.5% resulting in NOI (2) growth of approximately 7.1%. Revenue producing sites are expected to increase by approximately 1,790 sites in the Company's same site portfolio. |
SAME SITE PORTFOLIO (173 communities) | 2013 | Forecasted | Forecasted 2014 | ||||||||
(Dollar amounts in millions) | Actuals | % Growth | Midpoint | ||||||||
REVENUES: | |||||||||||
Revenue- annual and seasonal | $ | 255.3 | 6.0 | % | $ | 270.5 | |||||
Revenue- transient | 12.2 | 11.5 | % | 13.6 | |||||||
Other property income | 14.4 | 2.8 | % | 14.8 | |||||||
Income from property * | 281.9 | 6.0 | % | 298.9 | |||||||
PROPERTY OPERATING EXPENSES: | |||||||||||
Real estate tax | 21.8 | 3.7 | % | 22.6 | |||||||
Property operating and maintenance * | 62.9 | 3.5 | % | 65.1 | |||||||
Total operating expense | 84.7 | 3.5 | % | 87.7 | |||||||
NOI (2) from Real Property | $ | 197.2 | 7.1 | % | $ | 211.2 |
• | Acquisition Portfolio: Information pertaining to the 20 properties excluded from the Company's same site portfolio is presented in the table below. |
ACQUISITION PORTFOLIO (20 communities) | Forecasted 2014 | |||
(Dollar amounts in millions) | Midpoint | |||
REVENUES: | ||||
Revenue- annual and seasonal | $ | 15.0 | ||
Revenue- transient | 15.3 | |||
Other property income | 2.4 | |||
Income from property | 32.7 | |||
PROPERTY OPERATING EXPENSES: | ||||
Real estate tax | 1.6 | |||
Property operating and maintenance | 14.1 | |||
Total operating expense | 15.7 | |||
NOI (2) from Real Property | $ | 17.0 |
• | Recreational Vehicle Revenue: Revenue from the Company's recreational vehicle communities contains a component of transient revenue from guest stays that are other than a full year or full season. Transient revenue is expected to be approximately $28.9 million, of which 27.7% was earned in the first quarter and 18.3%, 40.7%, 13.3% is expected to be earned in the second, third and fourth quarters, respectively. |
• | Rental Home Program: Guidance assumes an increase of approximately 770 occupied rental units. Approximately 54% of these additions are expected to be in communities acquired or expanded in the past two years. |
RENTAL PROGRAM | 2013 | Forecasted | Forecasted 2014 | ||||||||
(Dollar amounts in millions) | Actuals | % Growth | Midpoint | ||||||||
Rental home revenues | $ | 32.5 | 18.2 | % | $ | 38.4 | |||||
Rental home operating and maintenance | 20.4 | 8.8 | % | 22.2 | |||||||
NOI (2) from Real Property | $ | 12.1 | 33.9 | % | $ | 16.2 |
• | Home Sales: The Company expects to sell approximately 2,200 homes, an increase of 14% over 2013. The budgeted average gross profit per home sale is $6,250. Total home sales include the sale of 1,100 rental homes which will convert approximately 11% of the Company's renters to owners. The profit from rental home sales is removed from the calculation of FFO (1). |
• | Other Income: Interest income, ancillary revenues, net, brokerage commissions and other income, net and distributions from affiliates is expected to approximate $22.7 million. |
• | Community Dispositions: The Company anticipates, and full year guidance includes, an FFO (1) impact of ($0.05) to ($0.06) per Share resulting from the sale of 11 communities. The Company has signed a purchase agreement for one disposition, which is subject to customary closing conditions. The Company is in varying stages of negotiation with respect to certain other proposed dispositions but has not yet reached agreement to dispose of any of these properties. As a result, there can be no assurance that the Company will sell any of these properties this year or at all. |
(1) | Funds from operations (“FFO”) is defined by the National Association of Real Estate Investment Trusts (“NAREIT”) as net income (loss) (computed in accordance with generally accepted accounting principles “GAAP”), excluding gains (or losses) from sales of depreciable operating property, plus real estate-related depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. FFO is a non-GAAP financial measure that management believes is a useful supplemental measure of the Company's operating performance. Management generally considers FFO to be a useful measure for reviewing comparative operating and financial performance because, by excluding gains and losses related to sales of previously depreciated operating real estate assets, impairment and excluding real estate asset depreciation and amortization (which can vary among owners of identical assets in similar condition based on historical cost accounting and useful life estimates), FFO provides a performance measure that, when compared year over year, reflects the impact to operations from trends in occupancy rates, rental rates and operating costs, providing perspective not readily apparent from net loss. Management believes that the use of FFO has been beneficial in improving the understanding of operating results of REITs among the investing public and making comparisons of REIT operating results more meaningful. FFO is computed in accordance with the Company's interpretation of standards established by NAREIT, which may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or that interpret the current NAREIT definition differently than the Company. |
(2) | Investors in and analysts following the real estate industry utilize NOI as a supplemental performance measure. NOI is derived from revenues minus property operating expenses and real estate taxes. NOI does not represent cash generated from operating activities in accordance with GAAP and should not be considered to be an alternative to net income (loss) (determined in accordance with GAAP) as an indication of the Company's financial performance or to be an alternative to cash flow from operating activities (determined in accordance with GAAP) as a measure of the Company's liquidity; nor is it indicative of funds available for the Company's cash needs, including its ability to make cash distributions. The Company believes that net income (loss) is the most directly comparable GAAP measurement to NOI. Net income (loss) includes interest and depreciation and amortization which often have no effect on the market value of a property and therefore limit its use as a performance measure. In addition, such expenses are often incurred at a parent company level and therefore are not necessarily linked to the performance of a real estate asset. The Company believes that NOI is helpful to investors as a 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. The Company uses NOI as a key management tool 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, and therefore, NOI is a measure of the operating performance of the properties of the Company rather than of the Company overall. |
(unaudited) March 31, 2014 | December 31, 2013 | ||||||
ASSETS | |||||||
Investment property, net (including $56,427 and $56,805 for consolidated variable interest entities at March 31, 2014 and December 31, 2013) | $ | 1,864,074 | $ | 1,755,052 | |||
Cash and cash equivalents | 9,305 | 4,753 | |||||
Inventory of manufactured homes | 6,541 | 5,810 | |||||
Notes and other receivables, net | 162,306 | 164,685 | |||||
Other assets | 66,006 | 68,936 | |||||
TOTAL ASSETS | $ | 2,108,232 | $ | 1,999,236 | |||
LIABILITIES | |||||||
Debt (including $45,024 and $45,209 for consolidated variable interest entities at March 31, 2014 and December 31, 2013) | $ | 1,408,393 | $ | 1,311,437 | |||
Lines of credit | 16,441 | 181,383 | |||||
Other liabilities | 117,618 | 109,342 | |||||
TOTAL LIABILITIES | $ | 1,542,452 | $ | 1,602,162 | |||
Commitments and contingencies | |||||||
STOCKHOLDERS’ EQUITY | |||||||
Preferred stock, $0.01 par value, Authorized: 10,000 shares; Issued and outstanding: 3,400 shares at March 31, 2014 and December 31, 2013 | $ | 34 | $ | 34 | |||
Common stock, $0.01 par value. Authorized: 90,000 shares; Issued and outstanding: 40,394 at March 31, 2014 and 36,140 shares at December 31, 2013 | 404 | 361 | |||||
Additional paid-in capital | 1,329,678 | 1,141,590 | |||||
Accumulated other comprehensive loss | (277 | ) | (366 | ) | |||
Distributions in excess of accumulated earnings | (778,766 | ) | (761,112 | ) | |||
Total Sun Communities, Inc. stockholders' equity | 551,073 | 380,507 | |||||
Noncontrolling interests: | |||||||
Series A-1 preferred OP units | 44,991 | 45,548 | |||||
Series A-3 preferred OP units | 3,463 | 3,463 | |||||
Common OP units | (33,358 | ) | (31,907 | ) | |||
Consolidated variable interest entities | (389 | ) | (537 | ) | |||
Total noncontrolling interest | 14,707 | 16,567 | |||||
TOTAL STOCKHOLDERS’ EQUITY | 565,780 | 397,074 | |||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | 2,108,232 | $ | 1,999,236 |
Three Months Ended March 31, | |||||||
2014 | 2013 | ||||||
REVENUES | |||||||
Income from real property | $ | 87,497 | $ | 79,065 | |||
Revenue from home sales | 10,123 | 12,856 | |||||
Rental home revenue | 9,402 | 7,361 | |||||
Ancillary revenues, net | 518 | 472 | |||||
Interest | 3,354 | 2,963 | |||||
Brokerage commissions and other income, net | 287 | 196 | |||||
Total revenues | 111,181 | 102,913 | |||||
COSTS AND EXPENSES | |||||||
Property operating and maintenance | 23,189 | 19,946 | |||||
Real estate taxes | 6,009 | 5,756 | |||||
Cost of home sales | 7,848 | 9,816 | |||||
Rental home operating and maintenance | 5,251 | 4,263 | |||||
General and administrative - real property | 7,813 | 6,790 | |||||
General and administrative - home sales and rentals | 2,499 | 2,435 | |||||
Acquisition related costs | 760 | 1,042 | |||||
Depreciation and amortization | 28,889 | 25,262 | |||||
Interest | 17,590 | 18,864 | |||||
Interest on mandatorily redeemable debt | 803 | 809 | |||||
Total expenses | 100,651 | 94,983 | |||||
Income before income taxes and distributions from affiliate | 10,530 | 7,930 | |||||
Provision for state income taxes | (69 | ) | (59 | ) | |||
Distributions from affiliate | 400 | 400 | |||||
Net income | 10,861 | 8,271 | |||||
Less: Preferred return to Series A-1 preferred OP units | 672 | 573 | |||||
Less: Preferred return to Series A-3 preferred OP units | 45 | 30 | |||||
Less: Amounts attributable to noncontrolling interests | 784 | 410 | |||||
Net income attributable to Sun Communities, Inc. | 9,360 | 7,258 | |||||
Less: Series A preferred stock distributions | 1,514 | 1,514 | |||||
Net income attributable to Sun Communities, Inc. common stockholders | $ | 7,846 | $ | 5,744 | |||
Weighted average common shares outstanding: | |||||||
Basic | 37,140 | 30,774 | |||||
Diluted | 37,154 | 30,789 | |||||
Earnings per share: | |||||||
Basic | $ | 0.21 | $ | 0.19 | |||
Diluted | $ | 0.21 | $ | 0.19 | |||
Distributions per common share: | $ | 0.65 | $ | 0.63 |
Three Months Ended March 31, | |||||||
2014 | 2013 | ||||||
Net income attributable to Sun Communities, Inc. common stockholders | $ | 7,846 | $ | 5,744 | |||
Adjustments: | |||||||
Preferred return to Series A-1 preferred OP units | 672 | 573 | |||||
Preferred return to Series A-3 preferred OP units | 45 | 30 | |||||
Amounts attributable to noncontrolling interests | 784 | 410 | |||||
Depreciation and amortization | 29,168 | 25,442 | |||||
Gain on disposition of assets | (1,014 | ) | (1,513 | ) | |||
Funds from operations ("FFO") (1) | 37,501 | 30,686 | |||||
Adjustments: | |||||||
Acquisition related costs | 760 | 1,042 | |||||
Funds from operations excluding certain items | $ | 38,261 | $ | 31,728 | |||
Weighted average common shares outstanding: | 36,495 | 30,427 | |||||
Add: | |||||||
Common OP Units | 2,069 | 2,069 | |||||
Restricted stock | 645 | 347 | |||||
Common stock issuable upon conversion of Series A-1 preferred OP units | 1,107 | 1,111 | |||||
Common stock issuable upon conversion of Series A-3 preferred OP units | 75 | 43 | |||||
Common stock issuable upon conversion of stock options | 14 | 15 | |||||
Weighted average common shares outstanding - fully diluted | 40,405 | 34,012 | |||||
FFO(1) per Share - fully diluted | $ | 0.93 | $ | 0.90 | |||
FFO(1) per Share excluding certain items - fully diluted | $ | 0.95 | $ | 0.93 |
Three Months Ended March 31, | ||||||||||||||
2014 | 2013 | Change | % Change | |||||||||||
REVENUES: | ||||||||||||||
Income from real property | $ | 78,279 | $ | 73,308 | $ | 4,971 | 6.8 | % | ||||||
PROPERTY OPERATING EXPENSES: | ||||||||||||||
Payroll and benefits | 5,804 | 5,774 | 30 | 0.5 | % | |||||||||
Legal, taxes, & insurance | 1,261 | 1,175 | 86 | 7.3 | % | |||||||||
Utilities | 4,998 | 4,390 | 608 | 13.8 | % | |||||||||
Supplies and repair | 2,213 | 1,687 | 526 | 31.2 | % | |||||||||
Other | 2,124 | 1,890 | 234 | 12.4 | % | |||||||||
Real estate taxes | 5,654 | 5,663 | (9 | ) | (0.2 | )% | ||||||||
Property operating expenses | 22,054 | 20,579 | 1,475 | 7.2 | % | |||||||||
NET OPERATING INCOME ("NOI")(2) | $ | 56,225 | $ | 52,729 | $ | 3,496 | 6.6 | % |
As of March 31, | |||||||||||
OTHER INFORMATION | 2014 | 2013 | Change | ||||||||
Number of properties | 173 | 173 | — | ||||||||
Developed sites | 64,358 | 63,914 | 444 | ||||||||
Occupied sites (3) | 53,480 | 51,779 | 1,701 | ||||||||
Occupancy % (3) (4) | 89.9 | % | 88.6 | % | 1.3 | % | |||||
Weighted average monthly rent per site - MH | $ | 449 | $ | 436 | $ | 13 | |||||
Weighted average monthly rent per site - RV (5) | $ | 407 | $ | 401 | $ | 6 | |||||
Weighted average monthly rent per site - MH/RV (5) | $ | 445 | $ | 432 | $ | 13 | |||||
Sites available for development | 6,166 | 6,969 | (803 | ) |
(3) | Occupied sites and occupancy % include manufactured housing and annual/seasonal RV sites, and exclude transient RV sites. |
(4) | Occupancy % excludes recently completed but vacant expansion sites. |
(5) | Weighted average rent pertains to annual/seasonal RV sites and excludes transient RV sites. |
Three Months Ended March 31, | ||||||||||||||
2014 | 2013 | Change | % Change | |||||||||||
REVENUES: | ||||||||||||||
Rental home revenue | $ | 9,402 | $ | 7,361 | $ | 2,041 | 27.7 | % | ||||||
Site rent included in Income from real property | 13,102 | 10,765 | 2,337 | 21.7 | % | |||||||||
Rental Program revenue | 22,504 | 18,126 | 4,378 | 24.2 | % | |||||||||
EXPENSES: | ||||||||||||||
Commissions | 601 | 639 | (38 | ) | (5.9 | )% | ||||||||
Repairs and refurbishment | 2,405 | 1,762 | 643 | 36.5 | % | |||||||||
Taxes and insurance | 1,368 | 1,086 | 282 | 26.0 | % | |||||||||
Marketing and other | 877 | 776 | 101 | 13.0 | % | |||||||||
Rental Program operating and maintenance | 5,251 | 4,263 | 988 | 23.2 | % | |||||||||
NET OPERATING INCOME ("NOI") (3) | $ | 17,253 | $ | 13,863 | $ | 3,390 | 24.5 | % | ||||||
Occupied rental home information as of March 31, 2014 and 2013: | ||||||||||||||
Number of occupied rentals, end of period* | 10,073 | 8,584 | 1,489 | 17.3 | % | |||||||||
Investment in occupied rental homes | $ | 371,360 | $ | 306,211 | $ | 65,149 | 21.3 | % | ||||||
Number of sold rental homes* | 134 | 236 | (102 | ) | (43.2 | )% | ||||||||
Weighted average monthly rental rate* | $ | 801 | $ | 793 | $ | 8 | 1.0 | % |
Three Months Ended March 31, | ||||||||||||||
2014 | 2013 | Change | % Change | |||||||||||
New home sales | $ | 2,163 | $ | 1,076 | $ | 1,087 | 101.0 | % | ||||||
Pre-owned home sales | 7,960 | 11,780 | (3,820 | ) | (32.4 | )% | ||||||||
Revenue from home sales | 10,123 | 12,856 | (2,733 | ) | (21.3 | )% | ||||||||
New home cost of sales | 1,834 | 915 | 919 | 100.4 | % | |||||||||
Pre-owned home cost of sales | 6,014 | 8,901 | (2,887 | ) | (32.4 | )% | ||||||||
Cost of home sales | 7,848 | 9,816 | (1,968 | ) | (20.0 | )% | ||||||||
NOI / Gross Profit (2) | $ | 2,275 | $ | 3,040 | $ | (765 | ) | (25.2 | )% | |||||
Gross profit – new homes | $ | 329 | $ | 161 | $ | 168 | 104.3 | % | ||||||
Gross margin % – new homes | 15.2 | % | 15.0 | % | 0.2 | % | ||||||||
Average selling price - new homes* | $ | 79,954 | $ | 59,443 | $ | 20,511 | 34.5 | % | ||||||
Gross profit – pre-owned homes | $ | 1,946 | $ | 2,879 | $ | (933 | ) | (32.4 | )% | |||||
Gross margin % – pre-owned homes | 24.4 | % | 24.4 | % | — | % | ||||||||
Average selling price - pre-owned homes* | $ | 23,164 | $ | 25,488 | $ | (2,324 | ) | (9.1 | )% | |||||
Home sales volume: | ||||||||||||||
New home sales* | 27 | 14 | 13 | 92.9 | % | |||||||||
Pre-owned home sales* | 342 | 452 | (110 | ) | (24.3 | )% | ||||||||
Total homes sold* | 369 | 466 | (97 | ) | (20.8 | )% |
Three Months Ended March 31, 2014 | |||
REVENUES: | |||
Income from real property | $ | 3,918 | |
Revenue from home sales | 97 | ||
Rental home revenue | 130 | ||
Ancillary revenues, net | (70 | ) | |
Total revenues | 4,075 | ||
COSTS AND EXPENSES: | |||
Property operating and maintenance | 1,491 | ||
Real estate taxes | 354 | ||
Cost of home sales | 76 | ||
Rental home operating and maintenance | 43 | ||
Total expenses | 1,964 | ||
NET OPERATING INCOME ("NOI") (2) | $ | 2,111 | |
Home sales volume : | |||
Pre-owned homes | 18 | ||
As of March 31, 2014 | |||
Other information: | |||
Number of properties | 19 | ||
Developed sites | 7,449 | ||
Occupied sites (3) | 3,664 | ||
Occupancy % (3) | 96.4 | % | |
Weighted average monthly rent per site - MH | $ | 398 | |
Weighted average monthly rent per site - RV (5) | $ | 340 | |
Weighted average monthly rent per site - MH/RV (5) | $ | 351 | |
Occupied rental home information : | |||
Number of occupied rentals, end of period | 112 | ||
Investment in occupied rental homes (in thousands) | $ | 2,158 | |
Weighted average monthly rental rate | $ | 785 |
(3) | Occupied sites and occupancy % include manufactured housing and annual/seasonal RV sites, and exclude transient RV sites. |
(5) | Weighted average rent pertains to annual/seasonal RV sites and excludes transient RV sites. |