SEC Filings

SUN COMMUNITIES INC filed this Form 424B5 on 05/30/2019
Entire Document

Table of Contents

Filed pursuant to Rule 424(b)(5)
Registration No. 333-224179



(To Prospectus Dated April 6, 2018)




Common Stock



We are selling 3,250,000 shares of our common stock, par value $0.01 per share.

We have granted the underwriters an option to purchase within 30 days from the date of this prospectus supplement up to 487,500 additional shares of our common stock from us.

Our common stock is listed on the New York Stock Exchange, or NYSE, under the symbol “SUI.” The last reported sale price of our common stock on the NYSE on May 28, 2019 was $125.73 per share.

To assist us in complying with certain federal income tax requirements applicable to real estate investment trusts, our charter contains certain restrictions relating to the ownership and transfer of our stock, including an ownership limit of 9.8%, in number of shares or value, of the issued and outstanding shares of our capital stock. See “Description of Common Stock—Restrictions on Ownership” beginning on page 8 of the accompanying prospectus.



Investing in our common stock involves a high degree of risk. Before buying any of these shares you should carefully read the discussion of material risks of investing in our common stock in “Risk Factors” beginning on page S-6 of this prospectus supplement, page 3 of the accompanying prospectus and page 8 of our Annual Report on Form 10-K for the year ended December 31, 2018.



Neither the Securities and Exchange Commission, or SEC, nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.



The underwriters have agreed to purchase the shares of our common stock offered by this prospectus supplement from us at a price of $120.9857 per share, which will result in approximately $393.2 million of proceeds to us. The underwriters may offer the shares of our common stock from time to time for sale in one or more transactions on the NYSE, in the over-the-counter market, through negotiated transactions or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or at negotiated prices. See “Underwriting.”

The underwriters expect to deliver the shares against payment in New York, New York on or about May 31, 2019 through the book-entry facilities of The Depository Trust Company.



Joint Book-Running Managers


BofA Merrill Lynch   Citigroup   BMO Capital Markets   RBC Capital Markets





Fifth Third Securities
  J.P. Morgan
    PNC Capital Markets LLC
                      Regions Securities LLC
            Ramirez & Co., Inc.

May 28, 2019