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 26, 2016 |
SUN COMMUNITIES, INC. | |||
Dated: April 26, 2016 | 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 26, 2016 | |
• | Funds from operations ("FFO")(1) excluding certain items was $0.90 per diluted share and OP unit ("Share") for the three months ended March 31, 2016. |
• | Home sales increased by 40.9 percent as compared to the first quarter of 2015. |
• | Revenue producing sites increased by 592 sites for the quarter bringing total portfolio occupancy to 95.5 percent. |
• | Same community Net Operating Income ("NOI")(2) increased by 6.4 percent as compared to the three months ended March 31, 2015. |
• | Completed the purchase of two communities for $37.8 million. |
• | Announced the agreement to purchase Carefree Communities, Inc. ("Carefree") for $1.68 billion. |
• | Raised net proceeds of $385.3 million through the sale of 6,037,500 shares of common stock. |
Three Months Ended March 31, | ||||||||||||||
2016 | 2015 | Change | % Change | |||||||||||
FFO per Share excluding certain items - fully diluted(1) | $ | 0.90 | $ | 0.90 | $ | — | — | % | ||||||
EBITDA (3) | $ | 90,220 | $ | 83,245 | $ | 6,975 | 8.4 | % | ||||||
Diluted Earnings Per Share | $ | 0.14 | $ | 0.13 | $ | 0.01 | 7.7 | % |
(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. |
(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. |
March 31, 2016 | December 31, 2015 | ||||||
ASSETS | |||||||
Land | $ | 456,380 | $ | 451,340 | |||
Land improvements and buildings | 3,586,969 | 3,535,909 | |||||
Rental homes and improvements | 469,217 | 460,480 | |||||
Furniture, fixtures and equipment | 104,855 | 102,746 | |||||
Land held for future development | 23,047 | 23,047 | |||||
Investment property | 4,640,468 | 4,573,522 | |||||
Accumulated depreciation | (889,941 | ) | (852,407 | ) | |||
Investment property, net (including $91,246 and $92,009 for consolidated variable interest entities at March 31, 2016 and December 31, 2015) | 3,750,527 | 3,721,115 | |||||
Cash and cash equivalents | 410,408 | 45,086 | |||||
Inventory of manufactured homes | 16,636 | 14,828 | |||||
Notes and other receivables, net | 54,124 | 47,972 | |||||
Collateralized receivables, net | 142,944 | 139,768 | |||||
Other assets, net | 188,247 | 213,030 | |||||
TOTAL ASSETS | $ | 4,562,886 | $ | 4,181,799 | |||
LIABILITIES | |||||||
Mortgage loans payable (including $63,450 and $64,082 for consolidated variable interest entities at March 31, 2016 and December 31, 2015) | $ | 2,114,818 | $ | 2,125,267 | |||
Secured borrowings on collateralized receivables | 143,664 | 140,440 | |||||
Preferred OP units - mandatorily redeemable | 45,903 | 45,903 | |||||
Lines of credit | 58,065 | 24,687 | |||||
Distributions payable | 45,351 | 41,265 | |||||
Other liabilities (including $4,213 and $4,091 for consolidated variable interest entities at March 31, 2016 and December 31, 2015) | 184,102 | 184,859 | |||||
TOTAL LIABILITIES | $ | 2,591,903 | $ | 2,562,421 | |||
Commitments and contingencies | |||||||
Series A-4 preferred stock, $0.01 par value. Issued and outstanding: 2,067 shares at March 31, 2016 and December 31, 2015 | $ | 61,732 | $ | 61,732 | |||
Series A-4 preferred OP units | $ | 20,762 | $ | 21,065 | |||
STOCKHOLDERS’ EQUITY | |||||||
Series A preferred stock, $0.01 par value. Issued and outstanding: 3,400 shares at March 31, 2016 and December 31, 2015 | $ | 34 | $ | 34 | |||
Common stock, $0.01 par value. Authorized: 180,000 shares; Issued and outstanding: 64,578 shares at March 31, 2016 and 58,395 shares at December 31, 2015 | 646 | 584 | |||||
Additional paid-in capital | 2,706,657 | 2,319,314 | |||||
Distributions in excess of accumulated earnings | (896,896 | ) | (864,122 | ) | |||
Total Sun Communities, Inc. stockholders' equity | 1,810,441 | 1,455,810 | |||||
Noncontrolling interests: | |||||||
Common and preferred OP units | 80,018 | 82,538 | |||||
Consolidated variable interest entities | (1,970 | ) | (1,767 | ) | |||
Total noncontrolling interest | 78,048 | 80,771 | |||||
TOTAL STOCKHOLDERS’ EQUITY | 1,888,489 | 1,536,581 | |||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | 4,562,886 | $ | 4,181,799 |
Three Months Ended March 31, | |||||||
2016 | 2015 | ||||||
REVENUES | |||||||
Income from real property | $ | 129,235 | $ | 119,525 | |||
Revenue from home sales | 24,737 | 16,834 | |||||
Rental home revenue | 11,708 | 11,129 | |||||
Ancillary revenues | 4,613 | 3,191 | |||||
Interest | 3,945 | 3,984 | |||||
Brokerage commissions and other income, net | 406 | 537 | |||||
Total revenues | 174,644 | 155,200 | |||||
COSTS AND EXPENSES | |||||||
Property operating and maintenance | 31,201 | 29,214 | |||||
Real estate taxes | 9,585 | 8,715 | |||||
Cost of home sales | 18,184 | 12,557 | |||||
Rental home operating and maintenance | 5,876 | 5,605 | |||||
Ancillary expenses | 3,508 | 2,546 | |||||
Home selling expenses | 2,278 | 1,690 | |||||
General and administrative | 13,792 | 11,628 | |||||
Transaction costs | 2,721 | 9,449 | |||||
Depreciation and amortization | 48,412 | 44,001 | |||||
Interest | 26,294 | 25,389 | |||||
Interest on mandatorily redeemable preferred OP units | 787 | 852 | |||||
Total expenses | 162,638 | 151,646 | |||||
Income before other gains | 12,006 | 3,554 | |||||
Gain on disposition of properties, net | — | 8,769 | |||||
Provision for income taxes | (228 | ) | (75 | ) | |||
Net income | 11,778 | 12,248 | |||||
Less: Preferred return to preferred OP units | 1,273 | 1,029 | |||||
Less: Amounts attributable to noncontrolling interests | 276 | 264 | |||||
Net income attributable to Sun Communities, Inc. | 10,229 | 10,955 | |||||
Less: Preferred stock distributions | 2,354 | 4,086 | |||||
Net income attributable to Sun Communities, Inc. common stockholders | $ | 7,875 | $ | 6,869 | |||
Weighted average common shares outstanding: | |||||||
Basic | 57,736 | 52,498 | |||||
Diluted | 58,126 | 52,892 | |||||
Earnings per share: | |||||||
Basic | $ | 0.14 | $ | 0.13 | |||
Diluted | $ | 0.14 | $ | 0.13 |
Three Months Ended March 31, | |||||||
2016 | 2015 | ||||||
Net income attributable to Sun Communities, Inc. common stockholders | $ | 7,875 | $ | 6,869 | |||
Adjustments: | |||||||
Preferred return to preferred OP units | 625 | 45 | |||||
Amounts attributable to noncontrolling interests | 349 | 78 | |||||
Depreciation and amortization | 48,077 | 44,264 | |||||
Gain on disposition of properties, net | — | (8,769 | ) | ||||
Gain on disposition of assets, net | (3,656 | ) | (1,702 | ) | |||
Funds from operations (FFO) attributable to Sun Communities, Inc. common stockholders and dilutive convertible securities (1)(6) | 53,270 | 40,785 | |||||
Adjustments: | |||||||
Transaction costs | 2,721 | 9,449 | |||||
FFO attributable to Sun Communities, Inc. common stockholders and dilutive convertible securities excluding certain items (1)(6) | $ | 55,991 | $ | 50,234 | |||
Weighted average common shares outstanding - basic: | 57,736 | 52,498 | |||||
Add: | |||||||
Common stock issuable upon conversion of stock options | 13 | 16 | |||||
Restricted stock | 377 | 378 | |||||
Common OP units | 2,863 | 2,560 | |||||
Common stock issuable upon conversion of Series A-1 preferred OP units | 945 | — | |||||
Common stock issuable upon conversion of Series A-3 preferred OP units | 75 | 75 | |||||
Weighted average common shares outstanding - fully diluted | 62,009 | 55,527 | |||||
FFO(1) attributable to Sun Communities, Inc. common stockholders and dilutive convertible securities per Share - fully diluted | $ | 0.86 | $ | 0.73 | |||
FFO (1) attributable to Sun Communities, Inc. common stockholders and dilutive convertible securities per Share excluding certain items - fully diluted | $ | 0.90 | $ | 0.90 |
Three Months Ended March 31, | ||||||||||||||
2016 | 2015 | Change | % Change | |||||||||||
REVENUES: | ||||||||||||||
Income from real property | $ | 114,545 | $ | 107,447 | $ | 7,098 | 6.6 | % | ||||||
PROPERTY OPERATING EXPENSES: | ||||||||||||||
Payroll and benefits | 8,877 | 8,157 | 720 | 8.8 | % | |||||||||
Legal, taxes & insurance | 1,685 | 1,625 | 60 | 3.7 | % | |||||||||
Utilities | 6,396 | 6,239 | 157 | 2.5 | % | |||||||||
Supplies and repair | 2,731 | 2,560 | 171 | 6.7 | % | |||||||||
Other | 2,890 | 2,621 | 269 | 10.3 | % | |||||||||
Real estate taxes | 8,993 | 8,263 | 730 | 8.8 | % | |||||||||
Property operating expenses | 31,572 | 29,465 | 2,107 | 7.2 | % | |||||||||
NET OPERATING INCOME ("NOI")(2) | $ | 82,973 | $ | 77,982 | $ | 4,991 | 6.4 | % |
As of March 31, | |||||||||||||||
OTHER INFORMATION | 2016 | 2015 | Change | % Change | |||||||||||
Number of properties | 219 | 219 | |||||||||||||
Overall occupancy (7) (8) | 96.1 | % | 93.6 | % | (10) | 2.5 | % | ||||||||
Sites available for development | 5,906 | 6,574 | (668 | ) | (10.2 | )% | |||||||||
Monthly base rent per site - MH | $ | 488 | $ | 472 | $ | 16 | 3.4 | % | |||||||
Monthly base rent per site - RV (9) | $ | 430 | $ | 416 | $ | 14 | 3.4 | % | |||||||
Monthly base rent per site - Total (9) | $ | 481 | $ | 465 | $ | 16 | 3.4 | % |
Three Months Ended March 31, | ||||||||||||||
2016 | 2015 | Change | % Change | |||||||||||
REVENUES: | ||||||||||||||
Rental home revenue | $ | 11,708 | $ | 11,129 | $ | 579 | 5.2 | % | ||||||
Site rent included in Income from real property | 15,218 | 15,127 | 91 | 0.6 | % | |||||||||
Rental Program revenue | 26,926 | 26,256 | 670 | 2.6 | % | |||||||||
EXPENSES: | ||||||||||||||
Commissions | 775 | 834 | (59 | ) | (7.1 | )% | ||||||||
Repairs and refurbishment | 2,666 | 2,416 | 250 | 10.3 | % | |||||||||
Taxes and insurance | 1,565 | 1,476 | 89 | 6.0 | % | |||||||||
Marketing and other | 870 | 879 | (9 | ) | (1.0 | )% | ||||||||
Rental Program operating and maintenance | 5,876 | 5,605 | 271 | 4.8 | % | |||||||||
NET OPERATING INCOME ("NOI") (2) | $ | 21,050 | $ | 20,651 | $ | 399 | 1.9 | % | ||||||
Occupied rental home information as of March 31, 2016 and 2015: | ||||||||||||||
Number of occupied rentals, end of period* | 10,815 | 11,157 | (342 | ) | (3.1 | )% | ||||||||
Investment in occupied rental homes, end of period | $ | 447,378 | $ | 431,421 | $ | 15,957 | 3.7 | % | ||||||
Number of sold rental homes* | 294 | 181 | 113 | 62.4 | % | |||||||||
Weighted average monthly rental rate, end of period* | $ | 865 | $ | 834 | $ | 31 | 3.7 | % |
Three Months Ended March 31, | ||||||||||||||
2016 | 2015 | Change | % Change | |||||||||||
New home sales | $ | 5,469 | $ | 5,246 | $ | 223 | 4.3 | % | ||||||
Pre-owned home sales | 19,268 | 11,588 | 7,680 | 66.3 | % | |||||||||
Revenue from home sales | 24,737 | 16,834 | 7,903 | 46.9 | % | |||||||||
New home cost of sales | 4,844 | 4,191 | 653 | 15.6 | % | |||||||||
Pre-owned home cost of sales | 13,340 | 8,366 | 4,974 | 59.5 | % | |||||||||
Cost of home sales | 18,184 | 12,557 | 5,627 | 44.8 | % | |||||||||
NOI / Gross Profit (2) | $ | 6,553 | $ | 4,277 | $ | 2,276 | 53.2 | % | ||||||
Gross profit – new homes | $ | 625 | $ | 1,055 | $ | (430 | ) | (40.8 | )% | |||||
Gross margin % – new homes | 11.4 | % | 20.1 | % | (8.7 | )% | ||||||||
Average selling price - new homes* | $ | 82,864 | $ | 79,484 | $ | 3,380 | 4.3 | % | ||||||
Gross profit – pre-owned homes | $ | 5,928 | $ | 3,222 | $ | 2,706 | 84.0 | % | ||||||
Gross margin % – pre-owned homes | 30.8 | % | 27.8 | % | 3.0 | % | ||||||||
Average selling price - pre-owned homes* | $ | 27,565 | $ | 24,294 | $ | 3,271 | 13.5 | % | ||||||
Home sales volume: | ||||||||||||||
New home sales* | 66 | 66 | — | — | % | |||||||||
Pre-owned home sales* | 699 | 477 | 222 | 46.5 | % | |||||||||
Total homes sold* | 765 | 543 | 222 | 40.9 | % |
Three Months Ended March 31, 2016 | |||
REVENUES: | |||
Income from real property (excluding transient revenue) | $ | 6,950 | |
Transient revenue | 1,364 | ||
Revenue from home sales | 1,842 | ||
Rental home revenue | 49 | ||
Ancillary revenues | 525 | ||
Total revenues | 10,730 | ||
COSTS AND EXPENSES: | |||
Property operating and maintenance | 2,218 | ||
Real estate taxes | 589 | ||
Cost of home sales | 1,439 | ||
Rental home operating and maintenance | 22 | ||
Ancillary expense | 473 | ||
Total expenses | 4,741 | ||
NET OPERATING INCOME ("NOI") (2) | $ | 5,989 | |
As of March 31, 2016 | |||
Other information: | |||
Number of properties | 14 | ||
Developed sites | 6,075 | ||
Occupied sites (11) | 4,033 | ||
Occupancy % (11) | 92.9 | % | |
Monthly base rent per site - MH | $ | 512 | |
Monthly base rent per site - RV (9) | $ | 497 | |
Monthly base rent per site - Total (9) | $ | 512 | |
Home sales volume: | |||
New homes | 10 | ||
Pre-owned homes | 31 | ||
Occupied rental home information: | |||
Number of occupied rentals, end of period | 65 | ||
Investment in occupied rental homes (in thousands) | $ | 2,765 | |
Weighted average monthly rental rate | $ | 835 |