Business Services Industry
Sun Communities Announces Receipt of Required Consents and Determination of Pricing in Connection with Its Cash Tender Offer and Consent Solicitation for Its Unsecured Notes
Business Wire, April 28, 2004
Business Editors
SOUTHFIELD, Mich.--(BUSINESS WIRE)--April 28, 2004
Sun Communities, Inc. (NYSE:SUI) (the "Company") and Sun Communities Operating Limited Partnership, a majority-owned subsidiary of the Company ("SCOLP"), today announced that SCOLP has received the requisite consents to execute a supplemental indenture amending the indenture relating to all four classes of SCOLP's outstanding unsecured notes (the "Notes") pursuant to the previously announced consent solicitation, and that the purchase price for the Notes tendered in the related cash tender offer for any and all of the Notes has been determined.
The consent solicitation relating to the Notes expired Tuesday, April 27, 2004 at 5:00 p.m., New York City time (the "Consent Date"). As of the Consent Date, SCOLP had received tenders of Notes and deliveries of related consents from holders of approximately 99% of the $350 million aggregate principal amount of Notes outstanding. The supplemental indenture has been executed by SCOLP and the trustee but will not become operative until after the Notes tendered on or prior to the Consent Date are accepted for purchase and payment pursuant to the tender offer.
SCOLP announced that, subject to the terms and conditions of the tender offer, the total consideration to be paid per $1,000 principal amount of Notes validly tendered and not properly withdrawn on or prior to the Consent Date has been fixed as set forth below, which includes the consent payment of $30 per $1,000 principal amount of Notes, subject to the terms and conditions of the tender offer. SCOLP also announced that the tender offer consideration to be paid per $1,000 principal amount of Notes validly tendered and not properly withdrawn after the Consent Date (and on or prior to the Expiration Date) has been fixed as set forth below, subject to the terms and conditions of the tender offer.
Security Principal Cusip Total Tender Offer
Description Amount Number Consideration Consideration
------------------ ------------- --------- ------------- -------------
6.77% Callable/ $65,000,000 86667PAB3 $1,050.05 $1,020.05
Redeemable Notes
6.97% Medium $35,000,000 86667PAA5 $1,123.41 $1,093.41
Term Notes
8.20% Medium Term $100,000,000 86667PAC1 $1,180.06 $1,150.06
Notes
5.75% Notes $150,000,000 866677AD9 $1,089.18 $1,059.18
These amounts were determined based upon the pricing formula set forth in the Offer to Purchase and Consent Solicitation Statement, dated April 8, 2004, pursuant to which the tender offer and the consent solicitation are being made, with April 28, 2004 being the price determination date. Subject to the terms and conditions of the tender offer, the total consideration and the tender offer consideration, as the case may be, will be payable to the holders entitled thereto together with accrued and unpaid interest from the last interest payment date to, but not including, the applicable settlement date.
The tender offer will expire at 5:00 p.m., New York City time, on May 5, 2004, unless extended by SCOLP (the "Expiration Date").
SCOLP currently expects to make payment for Notes validly tendered and not properly withdrawn on or prior to the Consent Date on April 30, 2004, and to make payment for Notes validly tendered and not properly withdrawn after the Consent Date and on or prior to the Expiration Date promptly after the Expiration Date, subject to the terms and conditions of the tender offer.
The Company has retained Lehman Brothers Inc. and Banc One Capital Markets, Inc. to act as the dealer managers in connection with the tender offer and as the solicitation agents in connection with the consent solicitation. Questions regarding the tender offer or consent solicitation should be directed to Lehman Brothers Inc. at (800) 438-3242 or (212) 528-7581 (collect). Requests for assistance or additional sets of the offer materials may be directed to DF King & Co., Inc., the information agent and tender agent for the tender offer and consent solicitation, at (800) 431-9642 (banks and brokers may also call (212) 269-5550 (collect)).
This press release does not constitute an offer to purchase, a solicitation of an acceptance of the tender offer or a solicitation of Consents with respect to the Notes, which may be made only pursuant to the terms of the Offer to Purchase and Consent Solicitation Statement, dated April 8, 2004, and related documents.
About Sun Communities, Inc.
Sun Communities currently owns and operates a portfolio of 127 communities mainly in the Midwest and Southeast United States. The Company's properties are comprised of over 43,870 developed sites and approximately 6,750 additional sites available for development.
Forward-Looking Statements
This press release 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 will be subject to the safe harbors created thereby. The words "will," "may," "could," "expect," "anticipate," "believes," "intends," "should," "plans," "estimates," "approximate" and similar expressions identify these forward-looking statements. These forward-looking statements reflect the Company's current views with respect to future events and financial performance, but involve known and unknown risks and uncertainties, both general and specific to the matters discussed in this press release. These risks and uncertainties may cause the actual results of the Company to be materially different from any future results expressed or implied by such forward-looking statements. Such risks and uncertainties include the ability of manufactured home buyers to obtain financing, the level of repossessions by manufactured home lenders and those referenced under the headings entitled "Factors That May Affect Future Results" or "Risk Factors" contained in the Company's filings with the Securities and Exchange Commission. The forward-looking statements contained in this press release speak only as of the date hereof and the Company expressly disclaims any obligation to provide public updates, revisions or amendments to any forward- looking statements made herein to reflect changes in the Company's expectations of future events.
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