<PAGE> 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
|X| Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2000.
OR
|_| Transition pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934
COMMISSION FILE NUMBER 1-2616
SUN COMMUNITIES, INC.
(Exact Name of Registrant as Specified in its Charter)
Maryland 38-2730780
(State of Incorporation) (I.R.S. Employer Identification No.)
31700 Middlebelt Road
Suite 145
Farmington Hills, Michigan 48334
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (248) 932-3100
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:
17,499,437 shares of Common Stock, $.01 par value as of April 28, 2000
Page 1 of 17
<PAGE> 2
SUN COMMUNITIES, INC.
INDEX
--------
<TABLE>
<CAPTION>
PAGES
-----
PART I
- ------
<S> <C>
Item 1. Financial Statements:
Consolidated Balance Sheets as of March 31, 2000 and
December 31, 1999 3
Consolidated Statements of Income for the Three Months
Ended March 31, 2000 and 1999 4
Consolidated Statements of Cash Flows for the Three Months
Ended March 31, 2000 and 1999 5
Notes to Consolidated Financial Statements 6-9
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 10-14
PART II
Item 6.(a) Exhibits required by Item 601 of Regulation S-K 15
Item 6.(b) Reports on Form 8-K 15
Signatures 16
</TABLE>
2
<PAGE> 3
SUN COMMUNITIES, INC.
CONSOLIDATED BALANCE SHEETS
MARCH 31, 2000 AND DECEMBER 31, 1999
(IN THOUSANDS)
--------
<TABLE>
<CAPTION>
ASSETS 2000 1999
--------------- -------------
<S> <C> <C>
Investment in rental property, net $ 756,665 $ 755,138
Cash and cash equivalents 12,549 11,330
Notes and other receivables 95,062 93,428
Investment in and advances to affiliates 37,382 18,841
Other assets 26,188 25,295
--------------- -------------
Total assets $ 927,846 $ 904,032
=============== =============
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Line of credit $ 70,000 $ 47,000
Debt 353,854 354,564
Accounts payable and accrued expenses 19,607 17,616
Deposits and other liabilities 9,594 8,660
--------------- -------------
Total liabilities 453,055 427,840
--------------- -------------
Minority interests 137,619 137,834
--------------- -------------
Stockholders' equity:
Preferred stock, $.01 par value, 10,000 shares
authorized; no shares issued and outstanding -- --
Common stock, $.01 par value, 100,000 shares
authorized; 17,498 and 17,459 issued and
outstanding in 2000 and 1999, respectively 175 174
Paid-in capital 393,392 393,360
Officers' notes (11,286) (11,452)
Unearned compensation (5,304) (5,459)
Distributions in excess of accumulated earnings (39,805) (38,265)
---------------- -------------
Total stockholders' equity 337,172 338,358
--------------- -------------
Total liabilities and stockholders'
equity $ 927,846 $ 904,032
=============== =============
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
3
<PAGE> 4
SUN COMMUNITIES, INC.
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
(IN THOUSANDS EXCEPT FOR PER SHARE DATA)
--------
<TABLE>
<CAPTION>
2000 1999
----------- -----------
<S> <C> <C>
Revenues:
Income from property $ 33,129 $ 31,374
Other income 2,751 1,705
----------- -----------
Total revenues 35,880 33,079
----------- -----------
Expenses:
Property operating and maintenance 7,172 6,849
Real estate taxes 2,247 2,205
Property management 740 611
General and administrative 1,051 910
Depreciation and amortization 7,546 6,882
Interest 6,694 6,684
----------- -----------
Total expenses 25,450 24,141
----------- -----------
Income before minority interests 10,430 8,938
Less income allocated to minority interests:
Preferred OP Units 1,915 626
Common OP Units 1,158 1,177
----------- -----------
Net income $ 7,357 $ 7,135
=========== ===========
Earnings per common share:
Basic $ 0.43 $ 0.42
=========== ===========
Diluted $ 0.42 $ 0.41
=========== ===========
Weighted average common shares
outstanding - basic 17,286 17,113
=========== ===========
Distributions declared per common
share outstanding $ 0.51 $ 0.51
=========== ===========
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
4
<PAGE> 5
SUN COMMUNITIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
(IN THOUSANDS)
--------
<TABLE>
<CAPTION>
2000 1999
------------- ------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 7,357 $ 7,135
Adjustments to reconcile net income to net
cash provided by operating activities:
Income allocated to minority interests 1,158 1,177
Depreciation and amortization 7,546 6,882
Amortization of deferred financing costs 201 196
Increase in other assets (1,843) (910)
Increase in accounts payable and other liabilities 2,925 2,986
------------- ------------
Net cash provided by operating activities 17,344 17,466
------------- ------------
Cash flows from investing activities:
Investment in rental properties (8,090) (14,337)
Investment in and advances to affiliate (18,541) (2,305)
Investments in notes receivable, net (1,468) (21,953)
-------------- ------------
Net cash used in investing activities (28,099) (38,595)
-------------- ------------
Cash flows from financing activities:
Borrowings on line of credit, net 23,000 24,000
Repayments on notes payable and other debt (710) (684)
Net proceeds from issuance of common stock
and operating partnership units 33 15
Distributions (10,270) (9,830)
Payments for deferred financing costs (79) (21)
-------------- ------------
Net cash provided by financing activities 11,974 13,480
------------- ------------
Net increase (decrease) in cash and cash equivalents 1,219 (7,649)
Cash and cash equivalents, beginning of period 11,330 9,588
------------- ------------
Cash and cash equivalents, end of period $ 12,549 $ 1,939
============= ============
Supplemental Information:
Debt assumed for rental properties $ -- $ 1,700
Capitalized lease obligation for rental properties $ -- $ 10,605
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements
5
<PAGE> 6
SUN COMMUNITIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
--------
1. BASIS OF PRESENTATION:
These unaudited condensed consolidated financial statements of Sun
Communities, Inc., a Maryland Corporation, (the "Company"), have been
prepared pursuant to the Securities and Exchange Commission ("SEC") rules
and regulations and should be read in conjunction with the financial
statements and notes thereto of the Company as of December 31, 1999. The
following notes to consolidated financial statements present interim
disclosures as required by the SEC. The accompanying consolidated financial
statements reflect, in the opinion of management, all adjustments necessary
for a fair presentation of the interim financial statements. All such
adjustments are of a normal and recurring nature. Certain reclassifications
have been made to the prior period financial statements to conform with
current period presentation.
The Company owns 100 percent of the preferred stock of an affiliate, Sun
Home Services, Inc. ("Sun Homes"), is entitled to 95 percent of the
operating cash flow of Sun Homes, and accounts for its investment utilizing
the equity method of accounting. The common stock is owned by two officers
of the Company and the estate of a former officer of the Company who are
entitled to receive 5 percent of the operating cash flow.
As of March 31, 2000, "SunChamp", a 50 percent controlled joint venture of
the Company and Champion Enterprises, Inc., owns ten communities under
initial development. The Company accounts for its investment utilizing the
equity method of accounting.
2. RENTAL PROPERTY:
The following summarizes rental property (in thousands):
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
------------- -----------------
<S> <C> <C>
Land $ 76,120 $ 76,069
Land improvements and buildings 724,106 720,662
Furniture, fixtures, equipment 17,291 16,943
Land held for future development 16,668 17,046
Property under development 21,601 16,976
------------- -----------------
855,786 847,696
Accumulated depreciation 99,121 92,558
------------- -----------------
Rental property, net $ 756,665 $ 755,138
============= =================
</TABLE>
6
<PAGE> 7
SUN COMMUNITIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
--------
3. NOTES RECEIVABLE:
Notes receivable consisted of the following (in thousands):
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
--------- ------------
<S> <C> <C>
Mortgage notes receivable with minimum monthly interest payments
at 7%, maturing June 30, 2012, collateralized by two
communities (a) $ 15,093 $ 15,093
Note receivable, bears interest at LIBOR
+ 2.35% and payable on demand 40,847 40,794
Note receivable, bears interest at 9.75% and
matures September 2005 4,000 4,000
Installment loans on manufactured homes with interest payable
monthly at a weighted average interest rate and maturity
of 11% and 21 years, respectively. 18,200 18,635
Notes receivable, other, various interest rates
ranging from 6% to 9.5% or prime + 1.5%, various maturity
dates through December 31, 2003. 1,562 1,562
Other receivables 15,360 13,344
--------- ------------
$ 95,062 $ 93,428
========= ============
</TABLE>
(a) The stated interest rate is 12%. The excess of the
interest earned at the stated rate over the pay rate is
recognized upon receipt of payment.
Officers' notes which are presented in stockholders' equity are 10 year,
LIBOR + 1.75% notes, with a minimum and maximum interest rate of 6% and 9%,
respectively, collateralized by 366,206 shares of the Company's common
stock and 127,794 OP Units with substantial personal recourse.
7
<PAGE> 8
SUN COMMUNITIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
--------
4. DEBT:
The following table sets forth certain information regarding debt (in
thousands):
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
--------- ------------
<S> <C> <C>
Collateralized term loan, interest at 7.01%,
due September 9, 2007 $ 43,797 $ 43,927
Senior notes, interest at 7.375%, due May 1, 2001 65,000 65,000
Senior notes, interest at 7.625%, due May 1, 2003 85,000 85,000
Senior notes, interest at 6.97%, due December 3, 2007 35,000 35,000
Callable/redeemable notes, interest at 6.77%, due
May 14, 2015, callable/redeemable May 16, 2005 65,000 65,000
Capitalized lease obligations, interest ranging from
5.5% to 6.3%, due March 2001 through
January 2004 36,474 36,620
Mortgage notes, other 23,583 24,017
--------- ------------
$ 353,854 $ 354,564
========= ============
</TABLE>
The Company had $55 million available to borrow under its $125 million line
of credit at March 31, 2000. Borrowings under the line of credit bear
interest at the rate of LIBOR plus 1.0% and mature January 1, 2003.
5. MINORITY INTERESTS:
Minority interests include 2,699,000 and 2,703,000 Common OP Units in Sun
Communities Operating Limited Partnership (the "Operating Partnership") at
March 31, 2000 and December 31, 1999, respectively. Additionally, minority
interests include 1,325,275 Convertible Preferred Operating Partnership
Units ("POP Units") and 2,000,000 Series A Perpetual Preferred Operating
Partnership Units ("PPOP Units") at March 31, 2000 and December 31, 1999.
6. OTHER INCOME:
The components of other income are as follows for the periods ended March
31, 2000 and 1999 (in thousands):
<TABLE>
<CAPTION>
2000 1999
---------- ------------
<S> <C> <C>
Interest and other $ 2,832 $ 1,388
Income (loss) from affiliate (81) 317
---------- ------------
$ 2,751 $ 1,705
========== ============
</TABLE>
8
<PAGE> 9
SUN COMMUNITIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
--------
7. EARNINGS PER SHARE (IN THOUSANDS):
<TABLE>
<CAPTION>
For the Three Months
Ended March 31,
2000 1999
--------- ----------
<S> <C> <C>
Earnings used for basic and diluted earnings per
share computation $ 7,357 $ 7,135
========= ==========
Total shares used for basic earnings per share 17,286 17,113
Dilutive securities, principally stock options 59 124
--------- ----------
Total shares used for diluted earnings per share
computation 17,345 17,237
========= ==========
</TABLE>
Diluted earnings per share reflect the potential dilution that would occur
if securities were exercised or converted into common stock. Convertible
POP Units are excluded from the computations as their inclusion would have
an antidilutive effect on earnings per share in 2000 and 1999.
9
<PAGE> 10
SUN COMMUNITIES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
--------
OVERVIEW
The following discussion and analysis of the consolidated financial condition
and results of operations should be read in conjunction with the consolidated
financial statements and the notes thereto. Capitalized terms are used as
defined elsewhere in this Form 10-Q.
RESULTS OF OPERATIONS
Comparison of the three months ended March 31, 2000 and 1999
For the three months ended March 31, 2000, income before minority interests
increased by 16.7 percent from $8.9 million to $10.4 million, when compared to
the three months ended March 31, 1999. The increase was due to increased
revenues of $2.8 million while expenses increased by $1.3 million.
Income from property increased by $1.7 million from $31.4 million to $33.1
million, or 5.6 percent, due primarily to rent increases and other community
revenues ($1.8 million), lease up of manufactured home sites including new
developments ($0.7 million), and acquisitions ($0.6 million), offset by a
revenue reduction of $1.3 million due to the sale of four communities during
1999.
Other income increased by $1.0 million from $1.7 million to $2.7 million due
primarily to a $1.4 million increase in interest and other income offset by a
reduction of $0.4 million of income from affiliates.
Property operating and maintenance expenses increased by $0.3 million from $6.9
million to $7.2 million, or 4.7 percent, due primarily to acquisitions and
timing.
Real estate taxes remained constant at $2.2 million for both periods.
Property management expenses increased by $0.1 million from $0.6 million to $0.7
million representing 2.2 percent and 1.9 percent of income from property in 2000
and 1999, respectively.
General and administrative expenses increased by $0.1 million from $0.9 million
to $1.0 million, representing 2.9 percent and 2.8 percent of total revenues in
2000 and 1999, respectively.
Earnings before interest, taxes, depreciation and amortization ("EBITDA")
increased by $2.2 million from $22.5 million to $24.7 million. EBITDA as a
percent of revenues increased to 68.8 percent in 2000 compared to 68.0 percent
in 1999.
Depreciation and amortization increased by $0.7 million from $6.9 million to
$7.6 million, or 9.6 percent due primarily to acquisitions and development of
communities in 1999.
Interest expense remained constant at $6.7 million for both periods.
10
<PAGE> 11
SUN COMMUNITIES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
--------
SAME PROPERTY INFORMATION
The following table reflects property-level financial information as of and for
the three months ended March 31, 2000 and 1999. The "Same Property" data
represents information regarding the operation of communities owned as of
January 1, 1999 and March 31, 2000. Site, occupancy, and rent data for those
communities is presented as of the last day of each period presented. The table
includes sites where the Company is providing financing and managing the
properties. Such amounts relate to the total portfolio data and include 923
sites in 2000 and 1999.
<TABLE>
<CAPTION>
SAME PROPERTY TOTAL PORTFOLIO
------------------------ -----------------------
2000 1999 2000 1999
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Income from property $ 24,739 $ 23,394 $ 33,129 $ 31,374
---------- ---------- ---------- ----------
Property operating expenses:
Property operating and maintenance 4,472 4,263 7,172 6,849
Real estate taxes 1,935 1,776 2,247 2,205
---------- ---------- ---------- ----------
Property operating expenses 6,407 6,039 9,419 9,054
---------- ---------- ---------- ----------
Property EBITDA $ 18,332 $ 17,355 $ 23,710 $ 22,320
========== ========== ========== ==========
Number of operating properties 88 88 116(2) 107
Developed sites 29,995 29,409 39,463(2) 38,240
Occupied sites 28,552 27,905 35,636 35.427
Occupancy % 95.2% 94.9% 95.1%(1) 94.9%(1)
Weighted average monthly rent per site $ 285 $ 272 $ 282(1) $ 272(1)
Sites available for development 1,715 2,212 9,955(3) 8,478
Sites planned for development in current year 278 641 1,992(3) 2,327
</TABLE>
(1) Occupancy % and weighted average rent relates to manufactured housing
sites, excluding recreational vehicle sites and sites owned through joint
ventures.
(2) Includes 7 communities and 1,150 develop sites owned through joint
ventures.
(3) Includes 4,017 sites available for development and 641 sites planned for
development owned through joint ventures.
On a same property basis, property revenues increased by $1.3 million from $23.4
million to $24.7 million, or 5.7 percent, due primarily to increases in rents
and occupancy related charges including water and property tax pass through.
Also contributing to revenue growth was the increase of 647 leased sites at
March 31, 2000 compared to March 31, 1999.
Property operating expenses increased by $0.4 million from $6.0 million to $6.4
million or 6.1 percent, due to increased occupancies and costs. Property EBITDA
increased by $1.0 million from $17.3 million to $18.3 million, or 5.6 percent.
11
<PAGE> 12
SUN COMMUNITIES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
--------
LIQUIDITY AND CAPITAL RESOURCES
Cash and cash equivalents increased by $1.2 million to $12.5 million at March
31, 2000 compared to $11.3 million at December 31, 1999 because cash provided by
operating and financing activities exceeded cash used in investing activities.
Net cash provided by operating activities decreased by $0.1 million to $17.3
million for the three months ended March 31, 2000 compared to $17.4 million for
the same period in 1999. This decrease was primarily due to other assets
increasing by $0.9 million offset by a $0.9 million increase in income before
minority interests and depreciation and amortization.
Net cash used in investing activities decreased by $10.5 million to $28.1
million from $38.6 million primarily due to a reduction of $ 20.5 million used
to finance notes receivable and a $6.2 million decrease in rental property
acquisition activities offset by a $16.2 million increase in investments in and
advances to affiliates.
Net cash provided by financing activities decreased by $1.5 million to $12.0
million for the three months ended March 31, 2000 compared to $13.5 million for
the same period in 1999. This decrease was primarily because of a $1.0 million
reduction in borrowings on the line of credit and distributions increasing by
$0.4 million.
The Company expects to meet its short-term liquidity requirements generally
through its working capital provided by operating activities. The Company
expects to meet certain long-term liquidity requirements such as scheduled debt
maturities and property acquisitions through the issuance of equity or debt
securities, or interests in the Operating Partnership. The Company considers
these sources to be adequate and anticipates they will continue to be adequate
to meet operating requirements, capital improvements, investment in development,
and payment of distributions by the Company in accordance with REIT requirements
in both the short and long term. The Company may also meet these short-term and
long-term requirements by utilizing its $125 million line of credit which bears
interest at LIBOR plus 1.0% and is due January 1, 2003. See "Special Note
Regarding Forward-Looking Statements."
At March 31, 2000, the Company's debt to total market capitalization
approximated 38.1% (assuming conversion of all Common and Preferred OP Units to
shares of common stock), with a weighted average maturity of approximately 4.9
years and a weighted average interest rate of 7.1%.
Recurring capital expenditures approximated $1.0 million for the three months
ended March 31, 2000.
12
<PAGE> 13
SUN COMMUNITIES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
--------
OTHER
Funds from operations ("FFO") is defined by the National Association of Real
Estate Investment Trusts ("NAREIT") as "net income (computed in accordance with
generally accepted accounting principles) excluding gains (or losses) from debt
restructuring and sales of property, plus depreciation and amortization, and
after adjustments for unconsolidated partnerships and joint ventures." Industry
analysts consider FFO to be an appropriate supplemental measure of the operating
performance of an equity REIT primarily because the computation of FFO excludes
historical cost depreciation as an expense and thereby facilitates the
comparison of REITs which have different cost bases in their assets. Historical
cost accounting for real estate assets implicitly assumes that the value of real
estate assets diminishes predictably over time, whereas real estate values have
instead historically risen or fallen based upon market conditions. FFO does not
represent cash flow from operations as defined by generally accepted accounting
principles and is a supplemental measure of performance that does not replace
net income 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. The following table
calculates FFO for the three months ended March 31, 2000 and 1999 (in
thousands):
<TABLE>
<CAPTION>
2000 1999
---------- ----------
<S> <C> <C>
Net income available to common shareholders $ 7,357 $ 7,135
Add:
Minority interest in earnings to
common OP Unit holders 1,158 1,177
Depreciation and amortization, net
of corporate office depreciation 7,481 6,822
---------- ----------
Funds from operations $ 15,996 $ 15,134
========== ==========
Weighted average OP Units outstanding
used for basic FFO per share/unit 20,006 19,937
Dilutive securities:
Stock options and awards 59 124
Convertible preferred OP Units -- 1,280
---------- ----------
Weighted average OP Units used for
diluted FFO per share/unit 20,065 21,341
========== ==========
FFO, per share/unit:
Basic $ 0.80 $ 0.76
========== ==========
Diluted $ 0.80 $ 0.74
========== ==========
</TABLE>
13
<PAGE> 14
SUN COMMUNITIES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
--------
OTHER CONTINUED:
Year 2000 Update
In February 2000, the Company officially concluded its Year 2000 compliance
program as no events had occurred that significantly affected either the
Company's operation or its financial statements.
Special Note Regarding Forward-Looking Statements
This Form 10-Q contains various "forward-looking statements" within the meaning
of the Securities Act of 1933 and the Securities Exchange Act of 1934, and the
Company intends that such forward-looking statements be subject to the safe
harbors created thereby. The words "may", "will", "expect", "believe",
"anticipate", "should", "estimate", and similar expressions identify
forward-looking statements. These forward-looking statements reflect the
Company's current views with respect to future events and financial performance,
but are based upon current assumptions regarding the Company's operations,
future results and prospects, and are subject to many uncertainties and factors
relating to the Company's operations and business environment which may cause
the actual results of the Company to be materially different from any future
results expressed or implied by such forward-looking statements. Please see the
section entitled "Risk Factors" of the Company's Registration Statement on Form
S-3 filed with the Securities and Exchange Commission on February 15, 2000 for a
list of uncertainties and factors.
Such factors include, but are not limited to, the following: (i) changes in the
general economic climate; (ii) increased competition in the geographic areas in
which the Company owns and operates manufactured housing communities; (iii)
changes in government laws and regulations affecting manufactured housing
communities; and (iv) the ability of the Company to continue to identify,
negotiate and acquire manufactured housing communities and/or vacant land which
may be developed into manufactured housing communities on terms favorable to the
Company. The Company undertakes no obligation to publicly update or revise any
forward-looking statements whether as a result of new information, future
events, or otherwise.
Recent Accounting Pronouncements
In June 1998, FASB issued SFAS No. 133 "Accounting for Derivative Instruments
and Hedging Activities" ("SFAS 133"). This statement establishes accounting and
reporting standards for derivative instruments including certain derivative
instruments embedded in other contracts, (collectively referred to as
derivatives) and for hedging activities. This statement will be effective
January 1, 2001. There is no effect from the application of SFAS 133 on the
earnings and financial position of the Company as the Company had no derivative
instruments at March 31, 2000 and December 31, 1999.
14
<PAGE> 15
SUN COMMUNITIES, INC.
PART II
ITEM 6.(A) - EXHIBITS REQUIRED BY ITEM 601 OF REGULATION S-K
EXHIBIT NO. DESCRIPTION
----------- -----------
27 Financial Data Schedule
ITEM 6.(B) - REPORTS ON FORM 8-K
The Company did not file any reports on Form 8-K during the period covered by
this Form 10-Q.
15
<PAGE> 16
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: May 12, 2000
SUN COMMUNITIES, INC.
BY: /s/ Jeffrey P. Jorissen
-------------------------------------------------------
Jeffrey P. Jorissen, Chief Financial Officer
and Secretary
16
<PAGE> 17
SUN COMMUNITIES, INC.
EXHIBIT INDEX
PAGE
FILED NUMBER
EXHIBIT NO. DESCRIPTION HEREWITH HEREIN
- ----------- ----------- -------- ------
27 Financial Data Schedule X
17
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 12,549
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 855,786
<DEPRECIATION> 99,121
<TOTAL-ASSETS> 927,846
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 175
<OTHER-SE> 336,997
<TOTAL-LIABILITY-AND-EQUITY> 927,846
<SALES> 0
<TOTAL-REVENUES> 35,880
<CGS> 0
<TOTAL-COSTS> 9,419
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 6,694
<INCOME-PRETAX> 10,430
<INCOME-TAX> 0
<INCOME-CONTINUING> 10,430
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7,357
<EPS-BASIC> 0.43
<EPS-DILUTED> 0.42
</TABLE>
