|SUN COMMUNITIES INC filed this Form 424B5 on 05/28/2019|
Filed pursuant to Rule 424(b)(5)
The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and they are not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.
SUBJECT TO COMPLETION, DATED MAY 28, 2019
PRELIMINARY PROSPECTUS SUPPLEMENT
(To Prospectus Dated April 6, 2018)
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 24, 2019 was $126.13 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 StockRestrictions 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 $ per share, which will result in approximately $ 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 , 2019 through the book-entry facilities of The Depository Trust Company.
Joint Book-Running Managers
May , 2019