Sun Communities (SUI) Prices 7M Share Common Offering at $140/Sh

March 5, 2021 5:54 AM EST

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Sun Communities, Inc. (NYSE: SUI) today announced the pricing of an underwritten public offering of an aggregate of 7,000,000 shares of its common stock, consisting of 4,000,000 shares offered directly by the Company and 3,000,000 shares offered on a forward basis in connection with the forward sale agreement described below, at a public offering price of $140.00 per share. As part of the offering, the Company granted the underwriters a 30-day option to purchase up to an additional 1,050,000 shares of its common stock. The offering is expected to close on Tuesday, March 9, 2021, subject to customary closing conditions.

The Company has entered into a forward sale agreement with Citibank, N.A. (the “Forward Purchaser”) with respect to 3,000,000 shares of its common stock (and expects to enter into forward sale agreements with respect to an aggregate of 4,050,000 shares if the underwriters exercise their option to purchase additional shares in full). In connection with the forward sale agreement, the Forward Purchaser or its affiliates are expected to borrow and sell to the underwriters an aggregate of 3,000,000 shares of the common stock that will be delivered in this offering (or an aggregate of 4,050,000 shares if the underwriters exercise their option to purchase additional shares in full). Subject to the Company’s right to elect cash or net share settlement, which right is subject to certain conditions, the Company intends to deliver, upon physical settlement of such forward sale agreement on one or more dates specified by the Company occurring no later than March 9, 2022, an aggregate of 3,000,000 shares of its common stock (or an aggregate of 4,050,000 shares if the underwriters exercise their option to purchase additional shares in full) to the Forward Purchaser in exchange for cash proceeds per share equal to the applicable forward sale price, which will be the public offering price, less underwriting discounts and commissions, and will be subject to certain adjustments as provided in the forward sale agreement.

The Company will not initially receive any proceeds from the sale of shares of its common stock by the Forward Purchaser or its affiliates in the offering.

The Company intends to use the net proceeds from the sale of 4,000,000 shares of common stock offered directly by the Company and the net proceeds, if any, received upon the future settlement of the forward sale agreement to repay borrowings outstanding under the revolving loan under the credit facility of its subsidiary Safe Harbor Marinas, LLC, to fund possible future acquisitions of properties and for working capital and general corporate purposes.

Citigroup, BofA Securities, BMO Capital Markets, J.P. Morgan and RBC Capital Markets are acting as book-running managers for the offering.



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