UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8‑K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report: February 23, 2016
(Date of earliest event reported)
SUN COMMUNITIES, INC.
(Exact name of registrant as specified in its charter)
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 |
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 | Results of Operations and Financial Condition |
On February 23, 2016, Sun Communities, Inc. (the "Company") issued a press release, furnished as Exhibit 99.1 and incorporated herein by reference, announcing its financial results for the period ended December 31, 2015, and certain other information.
The Company will hold an investor conference call and webcast at 11:00 a.m. ET on February 23, 2016 to disclose and discuss the financial results for the period ended December 31, 2015.
The information contained in this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended.
Item 9.01 | Financial Statements and Exhibits |
(d) | Exhibits. |
99.1 | Press release issued February 23, 2016 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
SUN COMMUNITIES, INC. | |||
Dated: February 23, 2016 | By: | /s/ Karen J. Dearing | |
Karen J. Dearing, Executive Vice President, Chief Financial Officer, Secretary and Treasurer | |||
EXHIBIT INDEX
Exhibit No. | Description | |
99.1 | Press release issued February 23, 2016 | |
NEWS RELEASE
February 23, 2016
Sun Communities, Inc. Reports 2015 Fourth Quarter Results and
Provides 2016 Guidance
Same Site NOI(2) Grows 8.8 Percent in Fourth Quarter and 9.1 Percent for Full Year
Southfield, Michigan, February 23, 2016 - Sun Communities, Inc. (NYSE: SUI) (the “Company”), a real estate investment trust (“REIT”) that owns and operates manufactured housing ("MH") and recreational vehicle ("RV") communities, today reported its fourth quarter results.
Highlights: Three Months Ended December 31, 2015
• | Funds from operations ("FFO")(1) excluding certain items grew 17.4 percent to $0.81 per diluted share and OP unit ("Share") compared to the prior year. Per Share results reflect the dilutive impact of capital markets and capital recycling activities of $0.04 per Share in the fourth quarter of 2015 and are detailed in the table below. |
• | Same site Net Operating Income ("NOI")(2) increased by 8.8 percent as compared to the three months ended December 31, 2014. |
• | New home sales more than doubled and pre-owned home sales grew by 26.4 percent as compared to the three months ended December 31, 2014, resulting in total home sales increasing by 33.7 percent. |
• | Completed the sale of 13 communities in late November generating proceeds of $137.9 million. |
• | Managed 2016 debt maturities by paying off $85.2 million in long-term debt, effectively reducing the 2016 debt maturity profile by 44.4 percent. |
“2015 represented another significant year in Sun Communities’ ongoing growth and evolution. In addition to delivering NOI growth of more than 9 percent, we continued to upgrade our portfolio and enhance our geographic diversification as we integrated 38 high quality communities into our platform and disposed of 20 communities which no longer fit with our growth profile," said Gary A. Shiffman, Chairman and CEO. “Furthermore, we have a well-positioned balance sheet with the necessary flexibility and capacity to support additional growth. With meaningful embedded cash flow generating potential through occupancy and rate gains, along with site expansions and opportunistic acquisitions, we are encouraged by our prospects to build on our past successes.”
Sun Communities, Inc. 4th Quarter 2015 Page 2
Financial Highlights
(amounts in thousands)
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||||||||
2015 | 2014 | Change | % Change | 2015 | 2014 | Change | % Change | ||||||||||||||||||||||
FFO per Share excluding certain items - fully diluted(1) | $ | 0.81 | $ | 0.69 | $ | 0.12 | 17.4 | % | $ | 3.63 | $ | 3.37 | $ | 0.26 | 7.7 | % | |||||||||||||
Impact of 13 community sale to FFO (1) | $ | 0.01 | $ | — | $ | — | 100.0 | % | $ | 0.01 | $ | — | $ | — | 100.0 | % | |||||||||||||
Impact of equity offering to FFO (1) | $ | 0.03 | $ | — | $ | — | 100.0 | % | $ | 0.04 | $ | — | $ | — | 100.0 | % | |||||||||||||
FFO per Share excluding certain items - fully diluted(1) adjusted for the above transactions | $ | 0.85 | $ | 0.69 | $ | 0.16 | 23.2 | % | $ | 3.68 | $ | 3.37 | $ | 0.31 | 9.2 | % | |||||||||||||
EBITDA (3) | $ | 83,580 | $ | 59,691 | $ | 23,889 | 40.0 | % | $ | 347,873 | $ | 239,912 | $ | 107,961 | 45.0 | % | |||||||||||||
Diluted Earnings Per Share | $ | 1.56 | $ | (0.28 | ) | $ | 1.84 | 657.1 | % | $ | 2.52 | $ | 0.54 | $ | 1.98 | 366.7 | % | ||||||||||||
OPERATING HIGHLIGHTS:
Community Occupancy
Total portfolio occupancy increased to 95.0 percent at December 31, 2015 from 92.6 percent at December 31, 2014 from a combination of occupancy gains and the disposition of properties with higher vacancy. During the fourth quarter of 2015, revenue producing sites increased by 548 sites, as compared to 475 revenue producing sites gained in the fourth quarter of 2014.
Revenue producing sites increased by 1,905 for the year ended December 31, 2015 as compared to 1,890 revenue producing sites gained during the year ended December 31, 2014.
Same Site Results
For the 157 communities owned throughout 2015 and 2014, fourth quarter 2015 total revenues increased 7.4 percent and total expenses increased 4.1 percent, resulting in an increase in NOI(2) of 8.8 percent over the fourth quarter of 2014.
For the year ended December 31, 2015, total revenues increased 7.6 percent and total expenses increased 4.2 percent, resulting in an increase in NOI(2) of 9.1 percent over the year ended December 31, 2014.
Same site occupancy increased by 270 basis points during the year through the conversion of transient sites to annual/seasonal contracts, the lease up of expansion sites and the lease up of core manufactured housing sites.
Rent increases in the same site portfolio were 3.3 percent. Transient and other income also contributed approximately 170 basis points of revenue growth.
Sun Communities, Inc. 4th Quarter 2015 Page 3
Home Sales
The Company sold 82 new homes during the fourth quarter of 2015, representing an increase of 148.5 percent as compared to the same three month period in 2014. Total home sales were 738 for the fourth quarter as compared to 552 homes sold during the fourth quarter of 2014, a 33.7 percent increase.
During the year ended December 31, 2015, 2,483 homes were sold compared to the 1,966 homes sold during the same period in 2014, resulting in a 26.3 percent increase.
New home sales are at their highest level in over a decade. Pre-owned and broker home sales are the highest level the Company has ever achieved and the Company received over 47,000 applications to live in its communities, of which approximately 41,000 were in the same site portfolio. The strength of these metrics reinforces the Company's view for continued demand of manufactured housing in its communities.
Rental homes sales, which are included in total home sales, were 908 and 799 for the year ended December 31, 2015 and 2014, a 13.6 percent increase year over year. The percentage of occupancy represented by renters has decreased by 210 basis point from 15.6 percent to 13.5 percent.
Acquisitions (4)
Since March of 2015 the Company has acquired 12 communities (8 manufactured home communities and 4 recreational vehicle resorts) for approximately $400.0 million resulting in the addition of over 5,300 developed sites to the portfolio. These acquisitions are in addition to the second phase closing of the American Land Lease portfolio in January 2015, comprised of 38 communities.
Dispositions
As previously announced, in October 2015 the Company sold three manufactured home communities, associated homes and notes for $36.1 million. The properties were located in Indiana and contained approximately 1,250 developed sites.
On November 24, 2015, the Company completed the sale of 13 communities for proceeds totaling $137.9 million. The communities contained 3,252 sites and included three recreational vehicle resorts. The communities were located in Michigan (3), Texas (3), Indiana (2), New York (2), Kansas (1), Florida (1) and North Carolina (1). This sale qualifies as a 1031 Exchange and the Company intends to recycle proceeds into communities with significant NOI growth potential in locations that complement its core market strategy.
As a consequence of the Company’s acquisition and disposition activities, site exposure in the Southeast increased by 87.8% and the Company's Midwest presence decreased by 12.2%, when compared to the fourth quarter of 2014.
Sun Communities, Inc. 4th Quarter 2015 Page 4
BALANCE SHEET AND CAPITAL MARKETS ACTIVITY
As of December 31, 2015, the Company had approximately $2.3 billion of debt outstanding. The weighted average interest rate was 4.99 percent and the weighted average maturity was 8.4 years. The Company had $45.1 million of unrestricted cash on hand and $388.6 million available on its credit facility. Additionally, the Company had $126.3 million of restricted cash on the Balance Sheet as a result of the assets sold in November 2015. At year- end the Company’s net debt to trailing twelve month EBITDA(3) ratio was 6.6 times.
Debt Transactions
On December 31, 2015, the Company repaid an $85.2 million loan secured by eight communities and due to mature on July 1, 2016 carrying an interest rate of 5.32 percent. With the payment of this loan, the Company effectively reduced its 2016 debt maturities by 44.4 percent. Also, during the fourth quarter, the Company repaid a $3.8 million loan with an interest rate of 5.64 percent secured by one property.
The Company closed as scheduled on a $35.8 million loan in December 2015, which was the second closing of the previously announced $87.0 million mortgage debt secured by five communities at an interest rate of 4.06 percent for a term of 25 years. The first closing of $51.2 million was completed in the September 2015.
Capital Transaction
In November 2015, the Company raised net proceeds of approximately $233.1 million through the sale of 3,737,500 shares of common stock at a price of $65.00 per share. The Company used the proceeds of the offering to repay borrowings outstanding under the Company's revolving line of credit.
GUIDANCE 2016
The Company estimates full year 2016 FFO(1) per Share to be in the range of $3.72 to $3.79 and the first quarter 2016 to be in the range of $0.87 to $0.89 per Share. Guidance does not include prospective acquisitions or capital markets activity.
TOTAL PORTFOLIO
Sun Communities, Inc. 4th Quarter 2015 Page 5
2016 Guidance | 2015 Actual | % Change | ||||||
Number of Communities | 231 | 231 | ||||||
MH Revenues | $381.4 - $382.1 | $372.1 | ||||||
RV Seasonal/Annual | 50.3 - 50.5 | 46.4 | ||||||
RV Transient | 46.2 - 46.7 | 39.0 | ||||||
Other Revenue | 50.7 - 51.2 | 48.7 | ||||||
Income from property | 528.6 - 530.5 | 506.2 | 4.4% - 4.8% | |||||
Real estate taxes | 36.2 - 36.1 | 34.7 | ||||||
Property operating and maintenance | 137.0 - 135.6 | 135.8 | ||||||
Total expenses | 173.2 - 171.7 | 170.5 | 0.7% - 1.6% | |||||
Net operating income ("NOI") (2) | $355.4 - $358.8 | $335.7 | 5.9% - 6.9% | |||||
2016 Guidance | 2015 Actual | % Change | ||||||
Rental program, net | $22.8 - $23.0 | $21.3 | 7.0% - 8.0% | |||||
Home sales gross profit | $21.6 - $21.7 | $20.8 | 3.9% - 4.3% | |||||
Ancillary income, net | $6.7 - $6.8 | $7.0 | (2.9%) - (4.3%) | |||||
Interest, broker and other income | $21.7 - $21.8 | $18.2 | 19.2% - 19.8% | |||||
Home selling expenses | $9.1 - $9.2 | $7.5 | 21.3% - 22.7% | |||||
General and administrative expense | $53.2 - $53.7 | $47.5 | 12.0% - 13.1% | |||||
Weighted average diluted shares (5) | 63.0 | |||||||
Q1 FFO (1) per diluted Share | $0.87 - $0.89 | |||||||
2016 FFO(1)per diluted Share | $3.72 - $3.79 | $3.63 | 2.5% - 4.4% | |||||
SUPPLEMENTARY INFORMATION:
Q1 | Q2 | Q3 | Q4 | |||||
Seasonality of FFO(1) | 23.5% | 23.5% | 29.0% | 24.0% | ||||
2016 | ||
Number of new home sales | 330 - 350 | |
Number of pre-owned home sales | 2,260 - 2,300 | |
Increase in revenue producing sites | 1,750 - 1,850 | |
Weighted average rent increase | 3.5 | % |
Gross profit from Rental home sales included in Home sales gross profit above and removed from the calculation of FFO(1) | $10,556 | |
Sun Communities, Inc. 4th Quarter 2015 Page 6
SAME SITE PORTFOLIO:
2016 Guidance | 2015 Actual | % Change | ||||||
Number of Communities | 219 | 219 | ||||||
MH Revenues | $355.1 - $355.9 | $336.0 | ||||||
RV Seasonal/Annual | 49.8 - 50.0 | 45.4 | ||||||
RV Transient | 36.7 - 37.1 | 34.5 | ||||||
Other Revenue | 24.4 - 24.9 | 23.6 | ||||||
Income from property (i) | 466.0 - 467.9 | $439.5 | 6.0% - 6.5% | |||||
Real estate taxes | 33.7 - 33.6 | 31.7 | ||||||
Property operating and maintenance(i) (ii) | 101.4 - 100.1 | 97.8 | ||||||
Total expenses | 135.1 - 133.7 | 129.5 | 3.3% - 4.3% | |||||
Net operating income ("NOI") (2) | $330.9 - $334.2 | $310.0 | 6.7% - 7.8% | |||||
(i) The foregoing table nets $24.8 million of utility revenue against the related utility expense in property operating and maintenance expense.
(ii)2015 Actual Property operating and maintenance expense excludes $2.3 million of first year expense for properties acquired in late 2014 and 2015 incurred to bring the properties up to Sun's operating standards.
The estimates and assumptions presented above represent a range of possible outcomes and may differ materially from actual results. The estimates and assumptions are forward looking based on the Company's current assessment of economic and market conditions, as well as other risks outlined below under the caption “Forward-Looking Statements.”
EARNINGS CONFERENCE CALL
Sun Communities, Inc. 4th Quarter 2015 Page 7
A conference call to discuss fourth quarter operating results will be held on Tuesday, February 23, 2016 at 11:00 A.M. (ET). To participate, call toll-free 888-359-3624. Callers outside the U.S. or Canada can access the call at 719-325-2144. A replay will be available following the call through March 8, 2016 and can be accessed toll-free by calling 888-203-1112 or by calling 719-457-0820. The Conference ID number for the call and the replay is 7302048. The conference call will be available live on Sun Communities' website www.suncommunities.com. Replay will also be available on the website.
Sun Communities, Inc. is a REIT that currently owns and operates a portfolio of 231 communities comprising approximately 88,400 developed sites.
For more information about Sun Communities, Inc., please visit our website at www.suncommunities.com.
CONTACT
Please address all inquiries to our investor relations department at our website www.suncommunities.com, by phone (248) 208-2500, by email investorrelations@suncommunities.com or by mail Sun Communities, Inc. Investor Relations, 27777 Franklin Road, Ste. 200, Southfield, MI 48034.
Sun Communities, Inc. 4th Quarter 2015 Page 8
Forward-Looking Statements
This press release contains various “forward-looking statements” within the meaning of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, and the Company intends that such forward-looking statements will be subject to the safe harbors created thereby. Forward-looking statements can be identified by words such as “will,” “may,” “could,” “expect,” “anticipate,” “believes,” “intends,” “should,” “plans,” “estimates,” “approximate”, “guidance” and similar expressions in this press release that predict or indicate future events and trends and that do not report historical matters.
These forward-looking statements reflect the Company’s current views with respect to future events and financial performance, but involve known and unknown risks, uncertainties, and other factors, some of which are beyond the Company's control. These risks, uncertainties, and other factors may cause the actual results of the Company to be materially different from any future results expressed or implied by such forward-looking statements. Such risks and uncertainties include national, regional and local economic climates, the ability to maintain rental rates and occupancy levels, competitive market forces, the performance of recent acquisitions, the ability to integrate future acquisitions smoothly and efficiently, changes in market rates of interest, the ability of manufactured home buyers to obtain financing, the level of repossessions by manufactured home lenders and those risks and uncertainties referenced under the headings entitled “Risk Factors” contained in the Company's 2014 Annual Report on Form 10-K, and the Company’s other periodic filings with the Securities and Exchange Commission.
The forward-looking statements contained in this press release speak only as of the date hereof and the Company expressly disclaims any obligation to provide public updates, revisions or amendments to any forward-looking statements made herein to reflect changes in the Company’s assumptions, expectations of future events, or trends.
Sun Communities, Inc. 4th Quarter 2015 Page 9
(1) | Funds from operations attributable to Sun Communities, Inc. common stockholders and dilutive convertible securities ("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. |
Because FFO excludes significant economic components of net income (loss) including depreciation and amortization, FFO should be used as an adjunct to net income (loss) and not as an alternative to net income (loss). The principal limitation of FFO is that it does not represent cash flow from operations as defined by GAAP and is a supplemental measure of performance that does not replace net income (loss) as a measure of performance or net cash provided by operating activities as a measure of liquidity. In addition, FFO is not intended as a measure of a REIT's ability to meet debt principal repayments and other cash requirements, nor as a measure of working capital. FFO only provides investors with an additional performance measure.
(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. |
(3) | EBITDA is defined as NOI plus other income, plus (minus) equity earnings (loss) from affiliates, minus general and administrative expenses. EBITDA includes EBITDA from discontinued operations. |
(4) | The consideration amounts presented with respect to acquired communities represent the economic transaction and do not contemplate the fair value purchase accounting required by GAAP. |
(5) Includes Series A-1, A-3, A-4 and C preferred OP units as converted.
Sun Communities, Inc. 4th Quarter 2015 Page 10
Consolidated Balance Sheets
(in thousands, except per share amounts)
December 31, 2015 | December 31, 2014 | ||||||
ASSETS | |||||||
Land | $ | 451,340 | $ | 309,386 | |||
Land improvements and buildings | 3,535,909 | 2,509,827 | |||||
Rental homes and improvements | 460,480 | 439,163 | |||||
Furniture, fixtures, and equipment | 102,746 | 81,586 | |||||
Land held for future development | 23,047 | 23,955 | |||||
Investment property | 4,573,522 | 3,363,917 | |||||
Accumulated depreciation | (852,407 | ) | (795,753 | ) | |||
Investment property, net (including $92,009 and $94,230 for consolidated variable interest entities at December 31, 2015 and December 31, 2014) | $ | 3,721,115 | $ | 2,568,164 | |||
Cash and cash equivalents | 45,086 | 83,459 | |||||
Inventory of manufactured homes | 14,828 | 8,860 | |||||
Notes and other receivables, net | 47,972 | 51,895 | |||||
Collateralized receivables, net | 139,768 | 122,962 | |||||
Other assets, net | 221,782 | 102,352 | |||||
TOTAL ASSETS | $ | 4,190,551 | $ | 2,937,692 | |||
LIABILITIES | |||||||
Mortgage loans payable (including $64,082 and $65,849 for consolidated variable interest entities at December 31, 2015 and December 31, 2014) | $ | 2,133,706 | $ | 1,656,740 | |||
Secured borrowings on collateralized receivables | 140,440 | 123,650 | |||||
Preferred OP units - mandatorily redeemable | 45,903 | 45,903 | |||||
Lines of credit | 25,000 | 5,794 | |||||
Distributions payable | 41,265 | 35,084 | |||||
Other liabilities (including $4,091 and $1,139 for consolidated variable interest entities at December 31, 2015 and December 31, 2014) | 184,859 | 130,369 | |||||
TOTAL LIABILITIES | $ | 2,571,173 | $ | 1,997,540 | |||
Commitments and contingencies | |||||||
Series A-4 preferred stock, $0.01 par value. Issued and outstanding: 2,067 shares at December 31, 2015 and 483 shares at December 31, 2014 | $ | 61,732 | $ | 13,610 | |||
Series A-4 preferred OP units | $ | 21,065 | $ | 18,722 | |||
STOCKHOLDERS’ EQUITY | |||||||
Series A preferred stock, $0.01 par value. Issued and outstanding: 3,400 shares at December 31, 2015 and December 31, 2014 | $ | 34 | $ | 34 | |||
Common stock, $0.01 par value. Authorized: 180,000 shares; Issued and outstanding: 58,395 shares at December 31, 2015 and 48,573 shares at December 31, 2014 | 584 | 486 | |||||
Additional paid-in capital | 2,319,314 | 1,741,154 | |||||
Distributions in excess of accumulated earnings | (864,122 | ) | (863,545 | ) | |||
Total Sun Communities, Inc. stockholders' equity | 1,455,810 | 878,129 | |||||
Noncontrolling interests: | |||||||
Common and preferred OP units | 82,538 | 30,107 | |||||
Consolidated variable interest entities | (1,767 | ) | (416 | ) | |||
Total noncontrolling interest | 80,771 | 29,691 | |||||
TOTAL STOCKHOLDERS’ EQUITY | 1,536,581 | 907,820 | |||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | 4,190,551 | $ | 2,937,692 | |||
Sun Communities, Inc. 4th Quarter 2015 Page 11
Consolidated Statements of Operations
(in thousands, except per share amounts)
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||
REVENUES | |||||||||||||||
Income from real property | $ | 123,172 | $ | 89,946 | $ | 506,078 | $ | 357,793 | |||||||
Revenue from home sales | 25,169 | 15,105 | 79,728 | 53,954 | |||||||||||
Rental home revenue | 11,756 | 10,249 | 46,236 | 39,213 | |||||||||||
Ancillary revenues | 3,576 | 2,349 | 24,532 | 17,801 | |||||||||||
Interest | 4,074 | 4,037 | 15,938 | 14,462 | |||||||||||
Brokerage commissions and other income, net | 491 | 316 | 2,219 | 1,036 | |||||||||||
Total revenues | 168,238 | 122,002 | 674,731 | 484,259 | |||||||||||
COSTS AND EXPENSES | |||||||||||||||
Property operating and maintenance | 33,360 | 24,721 | 135,797 | 101,134 | |||||||||||
Real estate taxes | 8,683 | 6,089 | 34,714 | 24,181 | |||||||||||
Cost of home sales | 19,296 | 11,084 | 58,941 | 40,556 | |||||||||||
Rental home operating and maintenance | 6,841 | 6,574 | 24,956 | 23,270 | |||||||||||
Ancillary expenses | 3,888 | 2,331 | 17,519 | 12,584 | |||||||||||
General and administrative - real property | 9,184 | 8,591 | 40,235 | 31,769 | |||||||||||
General and administrative - home sales and rentals | 3,406 | 2,921 | 14,696 | 10,853 | |||||||||||
Transaction costs | 4,653 | 13,996 | 17,803 | 18,259 | |||||||||||
Depreciation and amortization | 47,530 | 44,875 | 177,637 | 133,726 | |||||||||||
Asset impairment charge | — | — | — | 837 | |||||||||||
Extinguishment of debt | — | — | 2,800 | — | |||||||||||
Interest | 28,066 | 19,622 | 107,659 | 73,771 | |||||||||||
Interest on mandatorily redeemable preferred OP units | 790 | 793 | 3,219 | 3,210 | |||||||||||
Total expenses | 165,697 | 141,597 | 635,976 | 474,150 | |||||||||||
Income before other gains (losses) | 2,541 | (19,595 | ) | 38,755 | 10,109 | ||||||||||
Gain on disposition of properties, net | 98,430 | 3,138 | 125,376 | 17,654 | |||||||||||
Gain on settlement | — | 4,452 | — | 4,452 | |||||||||||
Provision for state income taxes | 71 | (12 | ) | (158 | ) | (219 | ) | ||||||||
Income tax expense - reduction of deferred tax asset | (1,000 | ) | — | (1,000 | ) | — | |||||||||
Distributions from affiliate | — | — | 7,500 | 1,200 | |||||||||||
Net income (loss) | 100,042 | (12,017 | ) | 170,473 | 33,196 | ||||||||||
Less: Preferred return to Series A-1 preferred OP units | 587 | 657 | 2,431 | 2,654 | |||||||||||
Less: Preferred return to Series A-3 preferred OP units | 45 | 45 | 181 | 181 | |||||||||||
Less: Preferred return to Series A-4 preferred OP units | 308 | 100 | 1,340 | 100 | |||||||||||
Less: Preferred return to Series C preferred OP units | 341 | — | 1,021 | — | |||||||||||
Less: Amounts attributable to noncontrolling interests | 6,922 | (1,341 | ) | 10,054 | 1,752 | ||||||||||
Net income (loss) attributable to Sun Communities, Inc. | 91,839 | (11,478 | ) | 155,446 | 28,509 | ||||||||||
Less: Preferred stock distributions | 2,440 | 1,591 | 13,793 | 6,133 | |||||||||||
Less: Preferred stock redemption costs | — | — | 4,328 | — | |||||||||||
Net income (loss) attributable to Sun Communities, Inc. common stockholders | $ | 89,399 | $ | (13,069 | ) | $ | 137,325 | $ | 22,376 | ||||||
Weighted average common shares outstanding: | |||||||||||||||
Basic | 56,181 | 47,499 | 53,686 | 41,337 | |||||||||||
Diluted | 57,639 | 47,499 | 53,702 | 41,805 | |||||||||||
Earnings per share: | |||||||||||||||
Basic | $ | 1.57 | $ | (0.28 | ) | $ | 2.53 | $ | 0.54 | ||||||
Diluted | $ | 1.56 | $ | (0.28 | ) | $ | 2.52 | $ | 0.54 | ||||||
Sun Communities, Inc. 4th Quarter 2015 Page 12
Reconciliation of Net Income to FFO(1)
(in thousands, except per share amounts)
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||
Net income attributable to Sun Communities, Inc. common stockholders | $ | 89,399 | $ | (13,070 | ) | $ | 137,325 | $ | 22,376 | ||||||
Adjustments: | |||||||||||||||
Preferred return to Series A-1 preferred OP units | 586 | 657 | 2,431 | — | |||||||||||
Preferred return to Series A-3 preferred OP units | 45 | 45 | 181 | 181 | |||||||||||
Preferred return to Series A-4 preferred OP units | — | — | — | 100 | |||||||||||
Amounts attributable to noncontrolling interests | 6,941 | (1,308 | ) | 9,644 | 1,086 | ||||||||||
Preferred distribution to Series A-4 preferred stock | — | 76 | — | 76 | |||||||||||
Depreciation and amortization | 47,801 | 44,482 | 178,048 | 134,252 | |||||||||||
Asset impairment charge | — | — | — | 837 | |||||||||||
Gain on disposition of properties, net | (98,430 | ) | (3,138 | ) | (125,376 | ) | (17,654 | ) | |||||||
Gain on disposition of assets, net | (3,060 | ) | (2,043 | ) | (10,125 | ) | (6,705 | ) | |||||||
Funds from operations ("FFO") attributable to Sun Communities, Inc. common stockholders and dilutive convertible securities (1)(6) | 43,282 | 25,701 | 192,128 | 134,549 | |||||||||||
Adjustments: | |||||||||||||||
Transaction costs | 4,653 | 13,996 | 17,803 | 18,259 | |||||||||||
Distribution from affiliate | — | — | (7,500 | ) | — | ||||||||||
Gain on settlement | — | (4,452 | ) | — | (4,452 | ) | |||||||||
Preferred stock redemption costs | — | — | 4,328 | — | |||||||||||
Extinguishment of debt | — | — | 2,800 | — | |||||||||||
Income tax expense - reduction of deferred tax asset | 1,000 | — | 1,000 | — | |||||||||||
FFO attributable to Sun Communities, Inc. common stockholders and dilutive convertible securities excluding certain items (1)(6) | $ | 48,935 | $ | 35,245 | $ | 210,559 | $ | 148,356 | |||||||
Weighted average common shares outstanding - basic: | 56,181 | 47,499 | 53,686 | 41,337 | |||||||||||
Add: | |||||||||||||||
Common stock issuable upon conversion of stock options | 13 | 15 | 16 | 16 | |||||||||||
Restricted stock | 423 | 304 | 411 | 237 | |||||||||||
Common OP units | 2,863 | 2,250 | 2,803 | 2,114 | |||||||||||
Common stock issuable upon conversion of Series A-1 preferred OP units | 947 | 1,060 | 988 | — | |||||||||||
Common stock issuable upon conversion of Series A-3 preferred OP units | 75 | 75 | 75 | 75 | |||||||||||
Common stock issuable upon conversion of Series A-4 preferred stock | — | — | — | 28 | |||||||||||
Series A-4 Preferred Stock | — | 215 | — | 215 | |||||||||||
Weighted average common shares outstanding - fully diluted | 60,502 | 51,418 | 57,979 | 44,022 | |||||||||||
FFO(1) attributable to Sun Communities, Inc. common stockholders and dilutive convertible securities per Share - fully diluted | $ | 0.72 | $ | 0.50 | $ | 3.31 | $ | 3.06 | |||||||
FFO (1) attributable to Sun Communities, Inc. common stockholders and dilutive convertible securities per Share excluding certain items - fully diluted | $ | 0.81 | $ | 0.69 | $ | 3.63 | $ | 3.37 | |||||||
(6) The effect of certain anti-dilutive convertible securities is excluded from these items.
Sun Communities, Inc. 4th Quarter 2015 Page 13
Statement of Operations – Same Site
(in thousands except for Other Information)
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||||||||
2015 | 2014 | Change | % Change | 2015 | 2014 | Change | % Change | ||||||||||||||||||||||
REVENUES: | |||||||||||||||||||||||||||||
Income from real property | $ | 76,730 | $ | 71,449 | $ | 5,281 | 7.4 | % | $ | 312,117 | $ | 290,012 | $ | 22,105 | 7.6 | % | |||||||||||||
PROPERTY OPERATING EXPENSES: | |||||||||||||||||||||||||||||
Payroll and benefits | 6,440 | 5,937 | 503 | 8.5 | % | 26,108 | 24,609 | 1,499 | 6.1 | % | |||||||||||||||||||
Legal, taxes, & insurance | 1,116 | 1,106 | 10 | 0.9 | % | 5,090 | 4,461 | 629 | 14.1 | % | |||||||||||||||||||
Utilities | 4,348 | 3,972 | 376 | 9.5 | % | 18,349 | 17,513 | 836 | 4.8 | % | |||||||||||||||||||
Supplies and repair | 3,164 | 2,848 | 316 | 11.1 | % | 11,986 | 11,433 | 553 | 4.8 | % | |||||||||||||||||||
Other | 1,939 | 2,375 | (436 | ) | (18.4 | )% | 8,789 | 8,951 | (162 | ) | (1.8 | )% | |||||||||||||||||
Real estate taxes | 5,074 | 4,982 | 92 | 1.8 | % | 21,325 | 20,976 | 349 | 1.7 | % | |||||||||||||||||||
Property operating expenses | 22,081 | 21,220 | 861 | 4.1 | % | 91,647 | 87,943 | 3,704 | 4.2 | % | |||||||||||||||||||
NET OPERATING INCOME ("NOI")(2) | $ | 54,649 | $ | 50,229 | $ | 4,420 | 8.8 | % | $ | 220,470 | $ | 202,069 | $ | 18,401 | 9.1 | % | |||||||||||||
As of December 31, | |||||||||||||||
OTHER INFORMATION | 2015 | 2014 | Change | % Change | |||||||||||
Number of properties | 157 | 157 | — | — | % | ||||||||||
Overall occupancy (7) (8) | 95.9 | % | 93.2 | % | (10) | 2.7 | % | ||||||||
Sites available for development | 5,229 | 6,003 | (774 | ) | (12.9 | )% | |||||||||
Monthly base rent per site - MH | $ | 481 | $ | 465 | $ | 16 | 3.4 | % | |||||||
Monthly base rent per site - RV (9) | $ | 421 | $ | 409 | $ | 12 | 2.9 | % | |||||||
Monthly base rent per site - Total (9) | $ | 472 | $ | 457 | $ | 15 | 3.3 | % | |||||||
(7) Includes manufactured housing and annual/seasonal recreational vehicle sites and excludes transient recreational vehicle sites.
(8) Occupancy % excludes recently completed but vacant expansion sites.
(9) Monthly base rent per site pertains to annual/seasonal RV sites and excludes transient RV sites.
(10) Occupancy reflects current year gains from expansion sites and the conversion of transient RV guests to annual/seasonal RV contracts as vacant in 2014.
Sun Communities, Inc. 4th Quarter 2015 Page 14
Rental Program Summary
(amounts in thousands except for *)
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||||||||
2015 | 2014 | Change | % Change | 2015 | 2014 | Change | % Change | ||||||||||||||||||||||
REVENUES: | |||||||||||||||||||||||||||||
Rental home revenue | $ | 11,756 | $ | 10,249 | $ | 1,507 | 14.7 | % | $ | 46,236 | $ | 39,213 | $ | 7,023 | 17.9 | % | |||||||||||||
Site rent included in Income from real property | 15,512 | 14,130 | 1,382 | 9.8 | % | 61,952 | 54,289 | 7,663 | 14.1 | % | |||||||||||||||||||
Rental Program revenue | 27,268 | 24,379 | 2,889 | 11.9 | % | 108,188 | 93,502 | 14,686 | 15.7 | % | |||||||||||||||||||
EXPENSES: | |||||||||||||||||||||||||||||
Commissions | 775 | 708 | 67 | 9.5 | % | 3,216 | 2,607 | 609 | 23.4 | % | |||||||||||||||||||
Repairs and refurbishment | 4,198 | 3,209 | 989 | 30.8 | % | 12,326 | 11,068 | 1,258 | 11.4 | % | |||||||||||||||||||
Taxes and insurance | 973 | 1,351 | (378 | ) | (28.0 | )% | 5,638 | 5,286 | 352 | 6.7 | % | ||||||||||||||||||
Marketing and other | 895 | 1,306 | (411 | ) | (31.5 | )% | 3,776 | 4,309 | (533 | ) | (12.4 | )% | |||||||||||||||||
Rental Program operating and maintenance | 6,841 | 6,574 | 267 | 4.1 | % | 24,956 | 23,270 | 1,686 | 7.2 | % | |||||||||||||||||||
NET OPERATING INCOME ("NOI") (2) | $ | 20,427 | $ | 17,805 | $ | 2,622 | 14.7 | % | $ | 83,232 | $ | 70,232 | $ | 13,000 | 18.5 | % | |||||||||||||
Occupied rental home information as of December 31, 2015 and 2014: | |||||||||||||||||||||||||||||
Number of occupied rentals, end of period* | 10,685 | 10,973 | (288 | ) | (2.6 | )% | |||||||||||||||||||||||
Investment in occupied rental homes, end of period | $ | 448,837 | $ | 429,605 | $ | 19,232 | 4.5 | % | |||||||||||||||||||||
Number of sold rental homes* | 908 | 799 | 109 | 13.6 | % | ||||||||||||||||||||||||
Weighted average monthly rental rate, end of period* | $ | 858 | $ | 822 | $ | 36 | 4.4 | % | |||||||||||||||||||||
Sun Communities, Inc. 4th Quarter 2015 Page 15
Homes Sales Summary
(amounts in thousands except for *)
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||||||||
2015 | 2014 | Change | % Change | 2015 | 2014 | Change | % Change | ||||||||||||||||||||||
New home sales | $ | 7,318 | $ | 2,639 | $ | 4,679 | 177.3 | % | $ | 22,208 | $ | 9,464 | $ | 12,744 | 134.7 | % | |||||||||||||
Pre-owned home sales | 17,851 | 12,466 | 5,385 | 43.2 | % | 57,520 | 44,490 | 13,030 | 29.3 | % | |||||||||||||||||||
Revenue from home sales | 25,169 | 15,105 | 10,064 | 66.6 | % | 79,728 | 53,954 | 25,774 | 47.8 | % | |||||||||||||||||||
New home cost of sales | 6,272 | 2,192 | 4,080 | 186.1 | % | 18,620 | 7,977 | 10,643 | 133.4 | % | |||||||||||||||||||
Pre-owned home cost of sales | 13,024 | 8,892 | 4,132 | 46.5 | % | 40,321 | 32,579 | 7,742 | 23.8 | % | |||||||||||||||||||
Cost of home sales | 19,296 | 11,084 | 8,212 | 74.1 | % | 58,941 | 40,556 | 18,385 | 45.3 | % | |||||||||||||||||||
NOI / Gross Profit (2) | $ | 5,873 | $ | 4,021 | $ | 1,852 | 46.1 | % | $ | 20,787 | $ | 13,398 | $ | 7,389 | 55.2 | % | |||||||||||||
Gross profit – new homes | $ | 1,046 | $ | 447 | $ | 599 | 134.0 | % | $ | 3,588 | $ | 1,487 | $ | 2,101 | 141.3 | % | |||||||||||||
Gross margin % – new homes | 14.3 | % | 16.9 | % | (2.6 | )% | 16.2 | % | 15.7 | % | 0.5 | % | |||||||||||||||||
Average selling price - new homes* | $ | 89,242 | $ | 79,984 | $ | 9,258 | 11.6 | % | $ | 81,346 | $ | 83,750 | $ | (2,404 | ) | (2.9 | )% | ||||||||||||
Gross profit – pre-owned homes | $ | 4,827 | $ | 3,574 | $ | 1,253 | 35.1 | % | $ | 17,199 | $ | 11,911 | $ | 5,288 | 44.4 | % | |||||||||||||
Gross margin % – pre-owned homes | 27.0 | % | 28.7 | % | (1.7 | )% | 29.9 | % | 26.8 | % | 3.1 | % | |||||||||||||||||
Average selling price - pre-owned homes* | $ | 27,211 | $ | 24,018 | $ | 3,193 | 13.3 | % | $ | 26,027 | $ | 24,010 | $ | 2,017 | 8.4 | % | |||||||||||||
Home sales volume: | |||||||||||||||||||||||||||||
New home sales* | 82 | 33 | 49 | 148.5 | % | 273 | 113 | 160 | 141.6 | % | |||||||||||||||||||
Pre-owned home sales* | 656 | 519 | 137 | 26.4 | % | 2,210 | 1,853 | 357 | 19.3 | % | |||||||||||||||||||
Total homes sold* | 738 | 552 | 186 | 33.7 | % | 2,483 | 1,966 | 517 | 26.3 | % | |||||||||||||||||||
Sun Communities, Inc. 4th Quarter 2015 Page 16
Acquisition Summary - Properties Acquired in 2014 and 2015
(amounts in thousands except for statistical data)
Three Months Ended December 31, 2015 | Year Ended December 31, 2015 | ||||||
REVENUES: | |||||||
Income from real property (excluding transient revenue) | $ | 36,729 | $ | 138,997 | |||
Transient revenue | 2,210 | 15,710 | |||||
Revenue from home sales | 6,472 | 21,296 | |||||
Rental home revenue | 711 | 2,819 | |||||
Ancillary revenues | 1,394 | 11,303 | |||||
Total revenues | 47,516 | 190,125 | |||||
COSTS AND EXPENSES: | |||||||
Property operating and maintenance | 11,217 | 39,539 | |||||
Real estate taxes | 3,079 | 11,660 | |||||
Cost of home sales | 5,391 | 16,868 | |||||
Rental home operating and maintenance | 257 | 769 | |||||
Ancillary expense | 1,536 | 6,858 | |||||
Total expenses | 21,480 | 75,694 | |||||
NET OPERATING INCOME ("NOI") (2) | $ | 26,036 | $ | 114,431 | |||
As of December 31, 2015 | |||||||
Other information: | |||||||
Number of properties | 74 | ||||||
Developed sites | 27,380 | ||||||
Occupied sites (11) | 22,628 | ||||||
Occupancy % (11) | 93.0 | % | |||||
Monthly base rent per site - MH | $ | 489 | |||||
Monthly base rent per site - RV (9) | $ | 432 | |||||
Monthly base rent per site - Total (9) | $ | 486 | |||||
Home sales volume: | |||||||
New homes | 158 | ||||||
Pre-owned homes | 430 | ||||||
Occupied rental home information: | |||||||
Number of occupied rentals, end of period | 538 | ||||||
Investment in occupied rental homes (in thousands) | $ | 17,402 | |||||
Weighted average monthly rental rate | $ | 964 | |||||
(9) Monthly base rent per site pertains to annual/seasonal recreational vehicle sites and excludes transient recreational vehicle sites.
(11) Includes manufactured housing and annual/seasonal recreational vehicle sites, and excludes transient recreational vehicle sites, which are included in total developed sites.
Sun Communities, Inc. 4th Quarter 2015 Page 17