Pricing Supplement dated August 11, 2000 (To Prospectus dated October 30,
1996 and Prospectus Supplement dated August 24, 1999)
SUN COMMUNITIES OPERATING LIMITED PARTNERSHIP
Medium-Term Notes - Fixed Rate
Principal Amount: $100,000,000 Interest Rate: 8.20% Issue Price: 99.781%
Agents' Discount Commission: 0.60% Original Issue Date: August 15, 2000
Stated Maturity Date: August 15, 2008
Net Proceeds to Issuer: $99,181,000
CUSIP No. 86667PAC1
Interest Payment Dates: February 15 and August 15
Redemption:
/ / The Notes cannot be redeemed prior to the Stated Maturity Date.
/X/ The Notes may be redeemed prior to the Stated Maturity Date.
Initial Redemption Date: See Additional/Other Terms.
Initial Redemption Percentage/Redemption Price: See Additional/Other Terms.
Annual Redemption Percentage Reduction: N/A
Optional Repayment:
/X/ The Notes cannot be repaid prior to the Stated Maturity Date.
/ / The Notes can be repaid prior to the Stated Maturity Date at the option
of the Holder of the Notes.
Optional Repayment Dates:
Repayment Price: ____%
Currency:
Specified Currency: U.S. Dollars
(If other than U.S. Dollars, see attached)
Minimum Denominations:
(Applicable only if Specified Currency is other than U.S. Dollars)
Original Issue Discount ("OID"): Yes / / No /X/
Total Amount of OID:
Yield to Maturity:
Initial Accrual Period:
Form: /X/ Book-Entry / / Certificated
Agent: /X/ Lehman Brothers Inc.
/X/ Other (names): Donaldson, Lufkin & Jenrette
A. G. Edwards & Sons, Inc.
Agent acting in the capacity as indicated below:
/ / Agent /X/ Principal
If as principal:
/ / The Notes are being offered at varying prices related
to prevailing market prices at the time of resale.
/X/ The Notes are being offered at a fixed initial public
offering price of 99.781% of Principal Amount.
If as Agent:
The Notes are being offered at a fixed initial public offering
price of __% of Principal Amount.
Exchange Rate Agent: N/A
Plan of Distribution:
Affiliates of Lehman Brothers, one of the initial purchasers of
this offering, is a lender on our $125 million unsecured line of credit
and, upon application of the net proceeds from this offering, will receive
$21.2 million as their proportionate share of the amount of this line of
credit to be repaid.
Additional/Other Terms:
The Notes will be our direct, unsecured obligations and will rank
pari passu with all of our other unsecured indebtedness from time to time
outstanding. The Notes will be recourse to all of our assets, but will be
non-recourse with respect to our partners, including Sun Communities, Inc.,
our general partner. The Notes will be effectively subordinated to: (i) the
prior claims of each secured mortgage lender to any specific property which
secures such lender's mortgage; and (ii) any claims of creditors of those
partnerships in which Sun owns a minority interest other than through us.
Neither we nor Sun are currently aware of any such claims against such
partnerships. Moreover, under the terms of the Indenture, such partnerships
are prohibited from incurring unsecured indebtedness. Any secured
indebtedness of such partnerships is consolidated in our financial
statements and treated as Debt for purposes of the Indenture.
Optional Redemption. The Notes may be redeemed at any time at our
option, in whole or in part, upon prior notice of not more than 60 nor less
than 30 days, at a redemption price equal to the sum of (i) the principal
amount of the Notes being redeemed plus accrued interest thereon to the
redemption date and (ii) the Make-Whole Amount, if any, with respect to
such Note.
Definitions. Terms used but not defined herein shall have the
meanings set forth in the Indenture. The following terms shall have the
following meanings:
"Make-Whole Amount" means, in connection with any optional
redemption or accelerated payment of any Note, the excess, if any, of (i)
the aggregate present value as of the date of such redemption or
accelerated payment of each dollar of principal being redeemed or paid and
the amount of interest (exclusive of interest accrued to the date of
redemption or accelerated payment) that would have been payable in respect
of such dollar if such redemption or accelerated payment had not been made,
determined by discounting, on a semi-annual basis, such principal and
interest at the Reinvestment Rate (determined on the third Business Day
preceding the date such notice of redemption is given or declaration of
acceleration is made) from the respective dates on which such principal and
interest would have been payable if such redemption or accelerated payment
had not been made, over (ii) the aggregate principal amount of the Notes
being redeemed or paid.
"Reinvestment Rate" means .25% (twenty-five one hundredths of one
percent) plus the arithmetic mean of the yields under the respective
headings "This Week" and "Last Week" published in the Statistical Release
under the caption "Treasury Constant Maturities" for the maturity (rounded
to the nearest month) corresponding to the remaining life to maturity, as
of the payment date of the principal being redeemed or paid. If no maturity
exactly corresponds to such maturity, yields for the two published
maturities most closely corresponding to such maturity shall be calculated
pursuant to the immediately preceding sentence and the Reinvestment Rate
shall be interpolated or extrapolated from such yields on a straight-line
basis, rounding in each of such relevant periods to the nearest month. For
such purposes of calculating the Reinvestment Rate, the most recent
Statistical Release published prior to the date of determination of the
Make-Whole Amount shall be used.
"Statistical Release" means the statistical release designated
"H.15(519)" or any successor publication which is published weekly by the
Federal Reserve System and which establishes yields on actively traded
United States government securities adjusted to constant maturities or, if
such statistical release is not published at the time of any determination
of the Make-Whole Amount, then such other reasonably comparable index which
shall be designated by us.
