UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
DATE OF REPORT: SEPTEMBER 2, 2003
(Date of earliest event reported)
SUN COMMUNITIES, INC.
(Exact name of registrant as specified in its charter)
MARYLAND COMMISSION FILE NO. 1-12616 38-2730780
(State of Organization) (IRS Employer I.D. No.)
27777 FRANKLIN ROAD, SUITE 200
SOUTHFIELD, MI 48034
(Address of principal executive offices)
(248) 208-2500
(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS.
We own an equity interest in Origen Financial L.L.C. ("Origen"). Gary
A. Shiffman, our Chief Executive Officer, President and Chairman, is a manager
of Origen and also owns an equity interest in Origen. Currently, we (together
with an unaffiliated lender and one lender affiliated with Mr. Shiffman) provide
financing to Origen. The financing provided to Origen consists of a $48.0
million standby line of credit and a $10.0 million term loan, of which we had
advanced approximately $35.1 million as of June 30, 2003.
In June 2003, we entered into an Agreement for Purchase and Sale of
Manufactured Home Loans ("Agreement") pursuant to which we can elect, from time
to time, to purchase and hold up to $50.0 million principal amount of
manufactured home loans from Origen at a purchase price equal to the book value
of such loans, as reflected on Origen's books and records, plus accrued and
unpaid interest on such loans. We have purchased loans from Origen under the
Agreement and sold loans to Origen under a separate agreement. At July 31, 2003,
we had a portfolio of approximately $25.0 million in principal amount of loans
purchased under the Agreement. As partial consideration for the repurchase by
Origen of certain loans purchased by us under the Agreement, Origen issued to us
preferred equity interests in Origen's special purpose entity that holds
residual securitization interests. These preferred equity interests had a value
of approximately $7.3 million at the time of issuance.
Origen has notified us that it intends to raise capital that will be
used in part to repay all indebtedness owed to us and our affiliates and to
redeem our preferred equity interests in Origen's special purpose entity. In
addition, Origen may use a portion of the proceeds to repurchase manufactured
home loans previously purchased by us under the Agreement. We expect that if
Origen is successful in raising capital we would continue to maintain a
strategic relationship with Origen and invest $50.0 million in Origen. As part
of this relationship, Origen will begin funding loans originated under Sun's
Home Buying Made Easy program under which Sun offers low interest loans to
purchasers of new and pre-owned homes and pays Origen the interest rate
differential between Origen's published rate and the program rate.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
None
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: September 2, 2003 SUN COMMUNITIES, INC.
By: /s/ Gary A. Shiffman
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Gary A. Shiffman, President, Chief
Executive Officer and Chairman of the
Board
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