Sun Communities Announces $5.65 Billion Cash Sale of Safe Harbor Marinas to Blackstone Affiliate

Sun Communities Inc. (NYSE: SUI) announced on February 24, 2025, that it has entered into a definitive Membership Interest Purchase Agreement to sell its Safe Harbor Marinas business and associated SHM TRS interests for an all‐cash purchase price of approximately $5.65 billion. The transaction is being executed by Sun’s primary operating subsidiary, Sun Communities Operating Limited Partnership, and its wholly owned subsidiary, Sun Home Services, Inc., with the buyer being BIP Poseidon Holdco L.P., an affiliate of Blackstone Infrastructure, itself affiliated with Blackstone Inc.

Under the Purchase Agreement, the transaction price is subject to customary adjustments for net working capital, cash, indebtedness, capital expenditures, and transaction expenses. The deal also contemplates potential adjustments for properties requiring third-party consents. If the required consents for 25 properties are not obtained at the initial closing, the ownership of the affected subsidiaries will remain with the Sellers, leading to a reduction of the cash consideration by an agreed value of up to $769 million. In the event such consents are received within nine months of the agreement’s execution, the buyer may acquire these assets separately based on an agreed-upon valuation, subject to post-closing adjustments.

In addition to the main transaction, the Purchase Agreement provides for customary representations, warranties, covenants, indemnification provisions, and termination rights. Notably, a termination fee of $565 million will be payable by the Buyer in certain circumstances if the transaction fails to close by August 24, 2025, or under specific breach conditions. The agreement also includes a restrictive covenant under which Sun and the Sellers agree, for three years following the closing, to adhere to non-solicitation and non-competition provisions with respect to Safe Harbor’s business.

According to the attached press release, the transaction is expected to yield approximately $5.5 billion in pre-tax proceeds after transaction costs. Sun intends to use these proceeds to support a combination of debt reduction, shareholder distributions, and reinvestment in its core manufactured housing and recreational vehicle segments. As a result of the sale, the Company is set to streamline its business strategy, with its North America manufactured housing and RV portfolio expected to account for approximately 90% of its net operating income going forward.

CEO Gary Shiffman stated, “We are very pleased with this transaction which further accelerates Sun’s strategy to improve our leverage profile and refocus on our core segments.” He also expressed gratitude toward the Safe Harbor team for their dedication over the past four years. Jeff Blau, Chair of Sun’s Capital Allocation Committee, noted that the sale will allow the Company to realize substantial value from its investment while positioning it for future growth and improved return opportunities for shareholders.

The closing of the transaction is subject to customary conditions, including regulatory approvals and other closing conditions, with an anticipated completion in the second quarter of 2025. A separate amendment filing will include the full text of the Purchase Agreement, and the Company cautioned that no assurances are provided regarding the exact closing timeline.

Forward-looking statements in the filing and press release reflect Sun Communities’ current views and involve risks and uncertainties, including those related to economic conditions, regulatory approvals, and market dynamics. The Company does not undertake any obligation to update these statements as conditions change over time.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Sun Communities’s 8K filing here.

About Sun Communities

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Established in 1975, Sun Communities, Inc became a publicly owned corporation in December 1993. The Company is a fully integrated REIT listed on the New York Stock Exchange under the symbol: SUI. As of December 31, 2023, the Company owned, operated, or had an interest in a portfolio of 667 developed MH, RV and Marina properties comprising 179,310 developed sites and approximately 48,030 wet slips and dry storage spaces in the U.S., the UK and Canada.

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