SUI 10-K Fiscal year ended Dec. 31, 2023

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Unless provided in an amendment to this Annual Report on Form 10-K, the information required by Part III is incorporated by reference to the Registrant's proxy statement to be filed pursuant to Regulation 14A, with respect to the Registrant's 2024 annual meeting of shareholders.

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1. Significant Accounting Policies

Business

Sun Communities, Inc., a Maryland corporation, and all wholly-owned or majority-owned and controlled subsidiaries, including Sun Communities Operating Limited Partnership, a Michigan limited partnership (the "Operating Partnership"), Sun Home Services, Inc., a Michigan corporation ("SHS"), Safe Harbor Marinas, LLC, a Delaware limited liability company ("Safe Harbor") and Sun UK Holding LLC (together with its subsidiaries, "Park Holidays") are referred to herein as the "Company," "SUI," "us," "we," or "our."

We are a fully integrated, self-administered and self-managed REIT. As of December 31, 2023, we owned and operated or held an interest in a portfolio of 667 MH and RV communities and marinas (collectively, the "properties") located in the U.S., the UK, and Canada, including 353 MH communities, 179 RV communities, and 135 marinas. As of December 31, 2023, the properties contained an aggregate of 227,340 developed sites comprised of 118,430 developed MH sites, 32,390 annual RV sites (inclusive of both annual and seasonal usage rights), 28,490 transient RV sites, and 48,030 marina wet slips and dry storage spaces.

Principles of Consolidation

We consolidate our majority-owned subsidiaries in which we have the ability to control the operations of our subsidiaries and all variable interest entities with respect to which we are the primary beneficiary. We also consolidate entities in which we have a direct or indirect controlling or voting interest. All significant intercompany transactions have been eliminated in consolidation. Any subsidiaries in which we have an ownership percentage equal to or greater than 50%, but less than 100%, or are considered to be a consolidated VIE, represent subsidiaries with a non-controlling interest. The noncontrolling interests in our subsidiaries are allocated their proportionate share of the subsidiaries' financial results. Certain reclassifications have been made to prior period financial statements in order to conform to current period presentation. There was no impact to prior period net income for any of the reclassifications.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions related to the reported amounts included in our Consolidated Financial Statements and accompanying footnotes thereto. Actual results could differ from those estimates.

Segment Information

FASB Accounting Standards Codification ("ASC") Topic 280, " Segment Reporting ," establishes standards for the way that business enterprises report information about operating segments in their financial statements. In accordance with ASC 280, management has determined that we have three operating segments: (i) Manufactured home ("MH") communities, (ii) Recreational vehicle ("RV") communities and (iii) Marinas.

The MH segment owns, operates, develops or has an interest in, a portfolio of MH communities in the U.S. and the UK, and is in the business of acquiring, operating and developing ground-up MH communities to provide affordable housing solutions to residents. The MH segment in the U.S. also provides manufactured home sales and leasing services to tenants and prospective tenants of our communities. The MH segment in the UK provides holiday home sales and associated site license activities to holiday homeowners in our communities.

The RV segment owns, operates, develops or has an interest in, a portfolio of RV communities and is in the business of acquiring, operating and developing ground-up RV communities in the U.S. and Canada. It also provides leasing services for vacation rentals within the RV communities.

The Marina segment owns, operates and develops marinas, and is in the business of acquiring and operating marinas in the U.S., with the majority of such marinas concentrated in coastal regions, and others located in various inland regions.

We evaluate segment operating performance based on NOI. Refer to Note 12, "Segment Reporting," for additional information.

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Investment Property

Investment property is recorded at cost, less accumulated depreciation.

Impairment of long-lived assets - we review the carrying value of long-lived assets to be held for use for impairment quarterly or whenever events or changes in circumstances indicate a possible impairment. Future events could occur which would cause us to conclude that impairment indicators exist, and significant adverse changes in national, regional, or local market conditions or trends may cause us to change the estimates and assumptions used in our impairment analysis. The results of an impairment analysis could be material to our financial statements. Our primary indicator for potential impairment is based on NOI trends period over period. Circumstances that may prompt a test of recoverability may include a significant decrease in the anticipated market price, an adverse change to the extent or manner in which an asset may be used or in its physical condition or other events that may significantly change the value of the long-lived asset. An impairment loss is recognized when a long-lived asset's carrying value is not recoverable and exceeds estimated fair value.

We estimate the fair value of our long-lived assets based on undiscounted future cash flows and any potential disposition proceeds for a given asset. Forecasting cash flows requires management to make estimates and assumptions about such variables as the estimated holding period, rental rates, occupancy, development and operating expenses during the holding period, as well as capitalization rates. Management uses its best judgment when developing these estimates and assumptions.

Real estate held for sale - we periodically classify real estate as held for sale. An asset is classified as held for sale after an active program to sell an asset has commenced and when the sale is probable. Subsequent to the classification of assets as held for sale, no further depreciation expense is recorded. There were no real estate assets held for sale as of December 31, 2023 and 2022, respectively.

Acquisitions - we evaluate acquisitions pursuant to ASC 805, " Business Combinations ," to determine whether the acquisition should be classified as either an asset acquisition or a business combination.

Acquisitions for which substantially all of the fair value of the gross assets acquired are concentrated in a single identifiable asset or a group of similar identifiable assets are accounted for as an asset acquisition. The majority of our property acquisitions are accounted for as asset acquisitions. For asset acquisitions, we allocate the purchase price of these properties on a relative fair value basis and capitalize direct acquisition related costs as part of the purchase price. Acquisition costs that do not meet the criteria to be capitalized are expensed as incurred and presented as General and administrative costs in our Consolidated Statements of Operations.

Acquisitions that meet the definition of a business combination are recorded at fair value using a fair value model under which the assets and liabilities are generally recognized at their fair values and the difference between the consideration transferred, excluding transaction costs, and the fair values of the assets and liabilities is recognized as goodwill. For acquisitions that meet the definition of a business combination, we allocate the purchase price of those properties on a fair value basis and expense the acquisition related transaction costs as incurred. Transaction costs are presented as Business combinations expense in our Consolidated Statements of Operations.

For asset acquisitions and business combinations, we allocate the purchase price to net tangible and identified intangible assets acquired based on their fair values. In making estimates of fair values for purposes of allocating purchase price, we utilize an independent third party to value the net tangible and identified intangible assets in connection with the acquisition of the respective property. We provide historical and pro forma financial information obtained about each property, as well as any other information needed in order for the third party to ascertain the fair value of the tangible and intangible assets acquired.

Capitalized Costs

We capitalize certain costs incurred in connection with the development, redevelopment, capital enhancement and leasing of our properties. Management is required to use professional judgment in determining whether such costs meet the criteria for capitalization or immediate expense. The amounts are dependent on the volume and timing of such activities, and the costs associated with such activities:

Maintenance, repairs and minor improvements to properties are expensed when incurred.

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Renovations and improvements to our properties are capitalized and depreciated over their estimated useful lives and real estate project costs related to the development of new community or expansion sites are capitalized until the property is substantially complete and available for occupancy. Costs incurred to initially renovate pre-owned and repossessed homes that we acquire for our Rental Program are capitalized, and the majority of costs incurred to refurbish the homes at turnover and repair the homes while occupied, are expensed unless they extend the life of the home. Renovations and improvements to marinas are capitalized and depreciated over their estimated useful lives. Improvements made to docks, buildings, systems, equipment, shorelines and site improvements are capitalized until the project is substantially complete and available for use.

Certain expenditures to dealers and residents related to obtaining lessees in our communities are capitalized and amortized based on the anticipated term of occupancy of a resident.

Costs incurred to develop internal-use software are capitalized and amortized on a straight-line basis over the estimated useful life of the related software (typically one to eight years).

Costs associated with purchases of furniture, fixtures and equipment, major replacements and improvements are capitalized and subsequently depreciated over their respective underlying assets estimated useful lives.

Costs incurred to obtain new debt financing (i.e. deferred financing costs) are capitalized and amortized over the term of the underlying loan agreement using the effective interest method for senior unsecured notes and the straight-line method (which approximates the effective interest method) for other financing. Deferred financing costs include fees and costs incurred to obtain long-term financing. Unamortized deferred financing costs are written off when debt is retired before the maturity date. Upon amendment of the line of credit or refinancing of mortgage debt, unamortized deferred financing costs and any related discounts or premiums are accounted for in accordance with ASC 470-50-40, " Modifications and Extinguishments ." Deferred financing costs, discounts and premiums as included in our Consolidated Balance Sheets are as follows (in millions):

						Financial Statement Classification						Year Ended
Description												December 31, 2023						December 31, 2022
Secured debt - premium						Mortgage loans payable						$	—					$	0.1
Secured debt - deferred financing costs						Mortgage loans payable						( 16.9 )						( 14.6 )
Secured borrowings on collateralized receivables - fair value adjustment						Secured borrowings on collateralized receivables						1.9						—
Senior unsecured notes - discount						Unsecured debt						( 6.5 )						( 6.1 )
Senior unsecured notes - deferred financing costs						Unsecured debt						( 16.0 )						( 14.3 )
Lines of credit - deferred financing costs						Unsecured debt						( 1.6 )						( 3.0 )
Total deferred financing costs, discounts, premiums and fair value adjustments included in Debt												$	( 39.1 )					$	( 37.9 )
Lines of credit - deferred financing costs						Other assets, net						9.1						13.1
Total deferred financing costs, discounts, premiums and fair value adjustments												$	( 48.2 )					$	( 51.0 )

Cash and Cash Equivalents

We consider all highly liquid investments with a maturity of three months or less from the date of purchase to be cash and cash equivalents. At December 31, 2023 and 2022, $ 29.2 million and $ 72.8 million of cash and cash equivalents, respectively, was included as a component of Cash, cash equivalents and restricted cash on the Consolidated Balance Sheets. The maximum amount of credit risk arising from cash deposits in excess of federally insured amounts was approximately $ 45.6 million and $ 86.8 million as of December 31, 2023 and 2022, respectively. The maximum amount of credit risk arising from Park Holidays' cash deposits in excess of insured amounts through the Financial Services Compensation Scheme ("FSCS") was approximately £ 1.8 million ($ 2.3 million) and £ 7.7 million ($ 9.3 million) as of December 31, 2023 and 2022, respectively.

Restricted Cash

Restricted cash consists primarily of utility deposits and amounts held in deposit for tax, insurance and repair escrows held by lenders in accordance with certain debt agreements. At December 31, 2023 and 2022, $ 13.5 million and $ 17.6 million of restricted cash, respectively, was included as a component of Cash, cash equivalents and restricted cash on the Consolidated Balance Sheets. Changes in the restricted cash are reported in our Consolidated Statements of Cash Flows as operating, investing or financing activities based on the nature of the underlying activity. Restricted cash and restricted cash equivalents are included with cash and cash equivalents in the reconciliation of the beginning of period and the end of period cash balance on the Consolidated Statements of Cash Flows.

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Marketable Securities

Marketable securities are accounted for under ASC 321, " Investments - Equity Securities ," and recorded at fair value with changes in fair value recorded in Gain / (loss) on remeasurement of marketable securities on the Consolidated Statement of Operations. In December, 2023, we sold our marketable securities. The marketable securities as of December 31, 2023 and 2022 were zero and $ 127.3 million, respectively, and are disclosed on the Consolidated Balance Sheets. Refer to Note 16, "Fair Value of Financial Instruments," for additional details related to the disposition of our marketable securities during the three months ended December 31, 2023.

Inventory

Inventory of manufactured homes is stated at lower of specific cost or net realizable value based on the specific identification method and the balance is separately disclosed on our Consolidated Balance Sheets. Other inventory at our MH and RV properties consists primarily of service and merchandise related items, grocery, food and beverage products and are stated at the lower of cost or net realizable value. Physical inventory counts are performed where inventory exists. Inventory records are adjusted accordingly to reflect actual inventory counts and any resulting shortage is recognized. Inventory at our marinas consists primarily of boats for sale at certain marinas, boat parts used in our service centers and retail related items such as merchandise used in our ship stores, gasoline and diesel fuel, and food and beverage products. Inventories at our marinas are stated at the lower of cost or net realizable value with cost determined using the First In, First Out ("FIFO") method. Physical inventory counts are performed where inventory exists. Inventory records are adjusted accordingly to reflect actual inventory counts and any resulting shortage is recognized. The other inventory balance is included in Other assets, net on our Consolidated Balance Sheet.

Investments in Nonconsolidated Affiliates

We apply the equity method of accounting to entities in which we do not have a direct or indirect controlling interest or for variable interest entities where we are not considered the primary beneficiary but can exercise significant influence over the entity with respect to its operations and major decisions. Under the equity method of accounting, the cost of an investment is adjusted for our share of the equity in net income or loss from the date of acquisition, reduced by distributions received and increased by contributions made. The income or loss of each entity is allocated in accordance with the provisions of the applicable operating agreements. The allocation provisions in these agreements may differ from the ownership interests held by each investor. The cost method is applied when (a) the investment is minimal (typically less than 5.0 %) and (b) our investment is passive. Our exposure to losses associated with nonconsolidated affiliates is primarily limited to the carrying value of these investments. Accordingly, distributions from a nonconsolidated affiliate in excess of our carrying value are recognized in earnings. We review the carrying value of our investments in nonconsolidated affiliates for other than temporary impairment whenever events or changes in circumstances indicate a possible impairment. Financial condition, operational performance and other economic trends are among the factors we consider when we evaluate the existence of impairment indicators. Refer to Note 7, "Investments in Nonconsolidated Affiliates," for additional information.

Notes and Other Receivables

Notes receivable - includes installment loans for manufactured homes purchased from us, transferred loans that have not met the requirements for sale accounting which are presented herein as collateralized receivables, and notes receivable from real estate developers and operators. The notes are collateralized by the underlying manufactured home sold.

Collateralized receivables - represent transferred loans that have not met the requirements for sale accounting under ASC 860, " Transfers and Servicing ."

Installment notes receivable on manufactured homes - represent notes receivable for the purchase of manufactured homes primarily located in our communities, which are secured by the underlying manufactured home sold. Interest income is accrued based on the unpaid principal balance of the loans. Past due status of our notes receivable is determined based on the contractual terms of the note. When a note receivable becomes 60 days delinquent, we stop accruing interest on the note receivable. The interest on nonaccrual loans is accounted for on the cash basis until qualifying for return to accrual.

Notes receivable from real estate developers and operators - represent short-term construction loans provided to real estate developers and loans provided to a real estate operator to finance acquisition and development costs.

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We elected to fair value our installment notes receivable on manufactured homes, collateralized receivables and notes receivable from real estate developers and operators in accordance with ASU 2016-13, " Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments " (" CECL "). Installment notes receivable on manufactured homes and notes receivable from real estate developers and operators are measured at fair value pursuant to FASB ASC 820, " Fair Value Measurements and Disclosures ." The fair value is evaluated quarterly, and any fair value adjustments are recorded in Gain / (loss) on remeasurement of notes receivable on the Consolidated Statement of Operations. Refer to Note 16, "Fair Value of Financial Instruments," for additional information regarding the estimates and assumptions used to estimate the fair value of each financial instrument class.

Other receivables - are generally comprised of sale proceeds receivable from home sales near year end, amounts due from marina customers for storage, service and lease payments, amounts due from MH and annual RV residents for rent and related charges (utility charges, fees and other pass-through charges), insurance receivables and various other miscellaneous receivables. These receivables do not require incremental CECL reserves as we believe that the risk of future expected loss on those accounts is immaterial due to the short-term nature of the accounts, history of collectability, past relationships and various other mitigating factors. Accounts outstanding longer than the contractual payment terms are considered past due.

Accounts receivable from marina customers are stated at amounts due net of an allowance for doubtful accounts. Receivables related to our marina rents are reserved when we believe that collection is less than probable, which is generally 50% for certain receivable balances over 180 days, and 60% after the balance reaches 60 days past due for all other receivables.

Accounts receivable from residents are typically due within 30 days and stated at amounts due from residents net of an allowance for doubtful accounts. We evaluate the recoverability of our receivables whenever events occur or there are changes in circumstances such that management believes it is probable that it will be unable to collect all amounts due according to the contractual terms of the loan and lease agreements. Receivables related to MH community rents are reserved when we believe that collection is less than probable, which is generally after a resident balance reaches 60 to 90 days past due. In the UK, annual rents are noticed in full during the fourth quarter and due by January 31st of the following year. Payment can be made upfront or in monthly installments. Accounts receivables are reviewed regularly for collectability, with related reserves set annually for outstanding receivables.

Refer to Note 4, "Notes and Other Receivables," for additional detail on receivables.

Goodwill

We account for goodwill pursuant to ASC 350, " Intangibles—Goodwill and Other ." ASC 350-20, " Goodwill and Other ," allows entities testing goodwill for impairment the option of performing a qualitative assessment before calculating the fair value of a reporting unit (i.e. the first step of the goodwill impairment test). If entities determine, on the basis of qualitative factors, that the fair value of the reporting unit is more-likely-than-not greater than the carrying amount, a quantitative calculation would not be needed. Goodwill represents the excess of costs of an acquired business over the fair value of the identifiable assets acquired less identifiable liabilities assumed. The goodwill is attributable to the intellectual capital and going concern value of the acquired businesses. Goodwill is not amortized.

Goodwill is tested for impairment at the reporting unit level. If the fair value of goodwill is lower than its carrying amount, goodwill impairment is indicated and goodwill is written down to its implied fair value. We assess our goodwill for impairment on an annual basis or more frequently if events or changes in circumstances arise and impairment indicators are identified. Events or circumstances that may result in an impairment review include changes in macroeconomic conditions, industry and market considerations, cost factors, overall financial performance, other relevant entity-specific events, specific events affecting the reporting unit or a sustained decrease in share prices. Estimating the fair value of individual reporting units requires us to make assumptions and estimates regarding industry, economic, and regulatory conditions in each respective geographic region in which we conduct operations.

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In performing goodwill impairment testing, we utilize a third-party valuation specialist to assist management in determining the fair value of our reporting units. The fair value of each reporting unit is estimated based on a combination of discounted cash flows (income approach) and the use of pricing multiples derived from an analysis of comparable public companies multiplied against historical and / or anticipated financial metrics (market approach) for each reporting unit. These calculations contain uncertainties as they require management to make assumptions including, but not limited to, market comparables, future cash flows of the reporting units, and appropriate weighted average cost of capital and long-term growth rates. A decline in the actual cash flows of our reporting units in future periods, as compared to the projected cash flows used in our valuations, could result in the carrying value of the reporting units exceeding their respective fair values. Further, a change in market comparables, discount rate or long-term growth rates, as a result of a change in economic conditions or otherwise, could result in the carrying values of the reporting units exceeding their respective fair values.

During the year ended December 31, 2023, we performed goodwill impairment assessments. For the UK reporting unit, we recorded aggregate impairment charges of $ 369.9 million to write down the carrying value to its respective fair value. As of December 31, 2023 and 2022, we had $ 733.0 million and $ 1.0 billion of goodwill from acquisitions accounted for as business combinations, respectively.

Goodwill is deductible for income tax purposes. As such, the goodwill portion allocated to our U.S. taxable REIT subsidiaries will reduce their taxable income. However, the resulting tax benefits will be offset by a valuation allowance. Given that REITs do not customarily report any taxable income (due to the dividends paid deduction), we do not expect any significant tax benefits arising from the goodwill allocable to the REIT. Goodwill allocated to the UK taxable REIT subsidiaries is not deductible for UK tax purposes resulting in no tax benefit in the UK. However, it will reduce their U.S. dividends to the REIT in the future.

The carrying amount of goodwill is separately disclosed on our Consolidated Balance Sheets. Refer to Note 6, "Goodwill and Other Intangible Assets," for additional information on goodwill.

Other Intangible Assets

Other intangible assets primarily comprise in-place leases (including slip in-place leases), non-competition agreements, trademarks and trade names, customer relationships and franchise agreements. Other intangible assets are reviewed for impairment on an annual basis or more frequently if indicators of impairment are identified.

Intangible assets with finite lives - we amortize identified intangible assets that are determined to have finite lives over the period the assets are expected to contribute directly or indirectly to the future cash flows of the property or business.

Trademarks and trade names - we account for trademarks and trade names pursuant to ASC 350, " Intangibles-Goodwill and Other. " Some trademarks and trade names have an indefinite useful life and some have a three to 15 year useful life. Trademarks and trade names with finite lives are amortized over their useful life. Trademarks and trade names with indefinite-lives are not amortized. Trademarks and trade names are reviewed for impairment on an annual basis or more frequently if indicators of impairment are identified. We first review qualitative factors to determine if a quantitative impairment test is necessary. If the qualitative assessment reveals that it's "more likely than not" that the asset is impaired, a calculation of the fair value is performed and the asset is written down to its implied fair value, if it is lower than its carrying amount. As of December 31, 2023 and 2022, the carrying amounts of trademarks and trade names related to acquisitions accounted for as business combinations were $ 214.0 million and $ 216.6 million, respectively.

We account for implementation costs in a hosting arrangement in accordance with ASU 2018-15, " Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (a consensus of the FASB Emerging Issues Task Force) ," which aligns requirements for capitalizing implementation costs in a hosting arrangement as a service contract with internally developed software, and expense capitalized costs of the hosting arrangement over the term of the arrangement.

The carrying amounts of the other identified intangible assets are included in Other intangible assets, net on our Consolidated Balance Sheets. Refer to Note 6, "Goodwill and Other Intangible Assets," for additional information on other intangible assets.

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Deferred Taxes

We are subject to certain state taxes that are considered to be income taxes and have certain subsidiaries that are taxed as regular corporations for U.S. (i.e., federal, state, local, etc.) and non-U.S. income tax purposes. Deferred tax assets or liabilities are recognized for temporary differences between the tax basis of assets and liabilities and their carrying amounts in the financial statements and net operating loss carryforwards in certain subsidiaries, including those domiciled in foreign jurisdictions, which may be realized in future periods if the respective subsidiary generates sufficient taxable income. Deferred tax assets and liabilities are measured using currently enacted tax rates. A valuation allowance is established if, based on the available evidence, it is considered more likely than not that some portion or all of the deferred tax assets will not be realized. Refer to Note 13, "Income Taxes," for additional information.

Temporary Equity

Temporary equity includes preferred securities that are redeemable for cash at the holder's option or upon the occurrence of an event that is not solely within our control based on a fixed or determinable price. These securities are not mandatorily redeemable for cash nor do they contain a fixed maturity date. Temporary equity is classified between Liabilities and Shareholders' Equity on the Consolidated Balance Sheets.

Share-Based Compensation

We account for awards of restricted stock in accordance with ASC 718-10, " Compensation-Stock Compensation ." ASC 718-10 requires that compensation cost for all stock awards be calculated and amortized over the service period (generally equal to the vesting period). The fair value of restricted stock awards with service vesting is equal to the fair value of our stock on the grant date. Share-based compensation cost for service vesting restricted stock awards is measured based on the closing share price of our common stock on the date of grant. We measure the fair value of awards with performance conditions based on an estimate of shares expected to vest using the closing price of our common stock as of the grant date. If it is not probable that the performance conditions will be satisfied, we do not recognize compensation expense. We estimate the fair value of share-based compensation for restricted stock with market conditions using a Monte Carlo simulation. We recognize compensation cost ratably over each tranche of shares based on the fair value estimated by the model. We also recognize related estimated award forfeitures ratably over each tranche of shares. We estimate forfeitures at the time of grant based on the historical turnover rate of employees and non-employees that are recipients of an award. We update our assumptions annually for the subsequent year awards. Refer to Note 11, "Share-Based Compensation," for additional information.

Fair Value of Financial Instruments

Our financial instruments consist primarily of cash, cash equivalents and restricted cash, marketable securities, notes and other receivables, derivative assets, debt, warrants and other liabilities. We utilize fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures, pursuant to ASC 820, " Fair Value Measurements and Disclosures ."

ASC 820, " Fair Value Measurements and Disclosures ," requires disclosure regarding determination of fair value for assets and liabilities and establishes a hierarchy under which these assets and liabilities must be grouped, based on significant levels of observable or unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our market assumptions. This hierarchy requires the use of observable market data when available. These two types of inputs have created the following fair value hierarchy:

Level 1 - Quoted unadjusted prices for identical instruments in active markets that we have the ability to access;

Level 2 - Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-derived valuations in which all significant inputs and significant value drivers are observable (e.g., interest rates, yield curves, prepayment speeds, default rates, loss severity, etc.) in active markets or can be corroborated by observable market data; and

Level 3 - Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The unobservable inputs reflect our assumptions about the assumptions that market participants would use.

Refer to Note 16, "Fair Value of Financial Instruments," for additional information on methods and assumptions used to estimate the fair value of each financial instrument class.

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Revenue Recognition

As a real estate owner and operator, the majority of our revenue is derived from site and home leases, and wet slip and dry storage space leases that are accounted for pursuant to ASC 842, " Leases ." We account for revenue from contracts with customers following ASC 606, " Revenue from Contracts with Customers ," except for those that are within the scope of other topics in the FASB ASC. The core principle of ASC 606 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. A five-step transactional analysis is required to determine how and when to recognize revenue. For transactions in the scope of ASC 606, we recognize revenue when control of goods or services transfers to the customer, in the amount that we expect to receive for the transfer of goods or provision of services. Due to the nature and timing of our identified revenue streams, there were no material outstanding performance obligations as of December 31, 2023. Refer to Note 2, "Revenue," for additional information.

Income from real property at our MH and RV properties includes revenue from residents and guests in our communities, who lease the site on which their home or RV is located and either own or lease their home or RV, rental home revenue, and short-term vacation home and site rentals. Revenues from residents and guests includes revenues from site leases to annual MH residents and annual RV guests, and site rentals to transient RV guests. Resident leases are generally for one-year, but may range from month-to-month to two year terms and are renewable by mutual agreement between the parties, or in some cases, as provided by statute. Revenues from site and home leases fall under the scope of ASC 842, and are accounted for as operating leases with straight-line recognition. Non-lease components of our site lease contracts, which are primarily provision of utility services, are accounted for with the site lease as a single lease component per ASC 842. In accordance with the practical expedient criteria to combine lease and non-lease components, we noted that the timing and pattern of transfer for the lease and non-lease components are the same, and the leases qualify as operating leases. Accordingly, we present rental revenues and utility recoveries as a single lease component within Income from real property in the Consolidated Statement of Operations. Rental home revenues which comprise rental agreements whereby we lease homes to residents in our communities, and short-term vacation home and site rentals are accounted for under ASC 842. Additionally, we include collections of real estate taxes from residents and guests within Income from real property. When payment of revenue is received in advance of being earned, those amounts are classified as deferred revenues.

Income from real property at our marinas includes rental income which consists primarily of storage revenues, derived from leasing out wet slips and storage spaces. The majority of our slip and storage space leases have annual terms that are generally billed seasonally and are renewable by mutual agreement between the parties. Slip and storage space leases are paid annually, seasonally, quarterly, monthly or transient by night. In accordance with ASC 842, slip and storage space lease revenues are typically earned on a monthly basis over the course of the term of the lease and are accounted for as operating leases with straight-line recognition. Storage income is earned when services have been rendered. When payment is received in advance of being earned, those amounts are classified as deferred revenues. There are commercial buildings and / or space within commercial buildings that we lease out in annual or multi-year arrangements. In accordance with ASC 842, commercial lease revenue is typically earned on a monthly basis. We recognize lease revenue on a straight-line basis when rental agreements contain material escalation clauses. As a lessor, we have a significant amount of variable lease payments that we receive, usually from revenue derived from percentage-based leases. The revenue from these leases is accounted for on an as earned basis. We also have a number of short-term leases that are accounted for on an as earned basis. All our revenues are recognized net of taxes collected from customers and submitted to taxing authorities. Real estate taxes are recorded as a liability when collected and released when payments are remitted to tax authorities.

Revenue from home sales - SHS, our U.S. taxable REIT subsidiary, and Park Holidays, sell manufactured homes to current and prospective residents in our communities. We recognize revenue from home sales pursuant to ASC 606 as manufactured homes are tangible personal property that can be located on any land parcel. Manufactured homes are not permanent fixtures or improvements to the underlying real estate and we therefore do not consider them to be subject to the guidance in ASC 360-20, " Real Estate Sales ." In accordance with the core principle of ASC 606, we recognize revenue from home sales at the time of closing when control of the home transfers to the customer. After closing of the sale transaction, we have no remaining performance obligation. As of December 31, 2023 and 2022, we had $ 28.2 million and $ 28.9 million, respectively, of receivables from contracts with customers, which consists of home sales proceeds, and are presented as a component of Notes and other receivables, net on our Consolidated Balance Sheets. These receivables represent balances owed to us for previously completed performance obligations for sales of manufactured homes. We report real estate taxes collected from residents and remitted to taxing authorities in revenue.

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Service, retail, dining and entertainment revenue - is primarily composed of proceeds from restaurant, golf, merchandise, retail, fuel, service and other activities at our RV communities, marinas, and MH communities in the U.K, and is accounted for in accordance with ASC 606. Revenues are recognized at the point of sale when control of the good or service transfers to the customer and our performance obligation has been satisfied. In addition, Marina rental income, which includes boat rentals is earned when the customer takes control of the good or service and is included in Service, retail, dining and entertainment revenue. Sales and other taxes that we collect concurrent with revenue-producing activities are excluded from the transaction price.

Interest income - is earned primarily on our notes receivable, which include installment notes receivables on manufactured homes purchased by us from loan originators and notes receivable from real estate developers and operators. Interest income on these receivables is accrued based on the unpaid principal balances of the underlying loans on a level yield basis over the life of the loans. Interest income is not in the scope of ASC 606. Refer to Note 4, "Notes and Other Receivables," for additional information.

Brokerage commissions and other - comprise brokerage commissions for sales of manufactured homes at our MH and RV communities and brokerage commissions at our marinas, where we act as agent and arrange for a third party to transfer a manufactured home, a park model or a boat to a customer within one of our properties. Brokerage commission revenues are accounted for in accordance with ASC 606 and are recognized on a net basis at closing, when the transaction is completed and our performance obligations have been fulfilled. Other revenues primarily include prepaid rent adjustments, proceeds from business interruption insurance, dividend income and management fees earned from managing third-party-owned holiday parks and third-party-owned marinas.

Advertising Costs

Advertising costs are expensed as incurred. As of December 31, 2023, 2022 and 2021, we had advertising costs of $ 33.8 million, $ 30.9 million and $ 14.5 million, respectively.

Depreciation and Amortization

Depreciation and amortization are computed on a straight-line basis over the estimated useful lives of the assets, ranging from two months to 53 years depending upon the asset classification.

Asset Class

Useful Life

Land improvements and buildings

1 year

-

53 years

Rental homes

10 years

Furniture, fixtures and equipment

1 year

-

40 years

Computer hardware and software

1 year

-

8 years

Dock improvements

1 year

-

52 years

Site improvements

1 year

-

40 years

Leasehold improvements

Lesser of lease term or useful life of assets

Goodwill

Indefinite

In-place leases (including slip in-place leases)

2 months

-

13 years

Non-competition agreements

5 years

Trademarks and trade names

Various (1)

Customer relationships

4 years

-

17 years

Franchise agreements and other intangible assets

1 year

-

27 years

(1) Trademarks and trade names have an indefinite life or a three to 15 year useful life as of the acquisition date .

Foreign Currency

The assets and liabilities of our operations in the UK, Australia and Canada, where the functional currency is the Pound sterling, Australian dollar and Canadian dollar, respectively, are translated into U.S. dollars using the exchange rate in effect as of the balance sheet date. Income statement amounts are translated at the average exchange rate prevailing during the period. The resulting translation adjustments are recorded as a component of Accumulated other comprehensive income / (loss). Foreign currency exchange gains and losses arising from fluctuations in currency exchange rates on transactions and the effects of remeasurement of monetary balances denominated in currencies other than the functional currency are recorded in earnings within Gain / (loss) on foreign currency exchanges on the Consolidated Statements of Operations.

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For the years ended, December 31, 2023, 2022 and 2021, we recorded a foreign currency exchange loss of $ 0.3 million, gain of $ 5.4 million and loss of $ 3.7 million, respectively, on our Consolidated Statements of Operations.

Derivative Instruments and Hedging Activities

We enter into derivative instruments for risk management purposes to minimize the effect of interest rate changes on future cash outflows related to outstanding floating rate debt and forecasted issuances of long-term debt. Treasury rate lock contracts, interest rate swaps and forward swaps are used to accomplish this objective. We do not enter into derivative instruments for speculative purposes.

We recognize derivative instruments at fair value on a recurring basis on the Consolidated Balance Sheets and classify the derivatives within Level 2 of the fair value hierarchy. We adjust our Consolidated Balance Sheets on a quarterly basis to reflect the current fair market value of the derivative instruments. Refer to Note 16, "Fair Value of Financial Instruments," for additional information related to the fair value methodology used for derivative financial instruments.

As of December 31, 2023, all outstanding derivative instruments have been designated as cash flow hedges under ASC Topic 815, " Derivatives and Hedging ." These contracts have maturities of 10 years or less. The risk being hedged is the interest rate risk related to forecasted debt transactions and outstanding floating rate debt. We assess the effectiveness of the derivative instruments in hedging the underlying interest rate exposure both at inception and on an ongoing basis. The unrealized gains or losses on the derivative instruments are recorded in Accumulated other comprehensive income / (loss) and are reclassified into earnings as decrease or increase to Interest expense on the Consolidated Statements of Operations during the same period in which the hedged transaction affects earnings. We estimate that $ 15.5 million will be reclassified as a reduction to Interest expense over the next 12 months for all of our outstanding cash flow hedges. Cash flow from these derivative instruments is classified in the same category as the cash flow items being hedged on the Consolidated Statements of Cash Flows. Refer to Note 15, "Derivative Financial Instruments," for additional information regarding derivative activity.

Accounting for Leases

Lessee Accounting

Pursuant to ASC Topic 842, " Leases ," we determine if an arrangement is a lease at inception. Our operating lease agreements are primarily for land and submerged land under non-cancelable operating leases at certain properties, executive office spaces and certain equipment leases. The ROU asset and liabilities are included within Other assets, net and Other liabilities on the Consolidated Balance Sheets.

For operating leases with a term greater than one year, we recognize the ROU assets and liabilities related to the lease payments on the Consolidated Balance Sheets. The lease liabilities are initially and subsequently measured at the present value of the unpaid lease payments at the lease commencement date. The ROU assets represent our right to use the underlying assets for the term of the lease and the lease liabilities represent our obligation to make lease payments arising for the agreements. The ROU asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred less any lease incentives received, and any adjustments to reflect favorable or unfavorable terms of the lease when compared with market terms. The ROU asset is subsequently measured throughout the lease term at the carrying amount of the lease liability, plus unamortized initial direct costs, plus (minus) any prepaid (accrued) lease payments, less the unamortized balance of lease incentives received. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The ROU asset is periodically reduced by impairment losses.

Variable lease payments, except for the ones that depend on index or rate, are excluded from the calculation of the ROU assets and lease liabilities and are recognized as variable lease expense in the Consolidated Statements of Operations in the period in which they are incurred. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. Many of our lessee agreements include options to extend the lease, which we do not include in our minimum lease terms unless they are reasonably certain to be exercised. The lease liability costs are amortized over the straight-line method over the term of the lease. Operating leases with a term of less than one year are recognized as a lease expense over the term of the lease, with no asset or liability recognized on the Consolidated Balance Sheets.

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Finance leases where we are the lessee are included in Other assets, net and Other liabilities on our Consolidated Balance Sheets. The lease liabilities are initially measured in the same manner as operating leases and are subsequently measured at amortized cost using the effective interest method. The ROU asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred less any lease incentives received, and any adjustments to reflect favorable or unfavorable terms of the lease when compared with market terms. For finance leases, the ROU asset is subsequently amortized using the straight-line method from the lease commencement date to the earlier of the end of its useful life or the end of the lease term unless the lease transfers ownership of the underlying asset to us, or we are reasonably certain to exercise an option to purchase the underlying asset. In those cases, the ROU asset is amortized over the useful life of the underlying asset. We do not recognize an amortization of finance lease ROU asset on land as land is not amortizable. ROU assets are periodically assessed and adjusted for impairment. As of December 31, 2023, we have had no impairment losses. Refer to Note 18, "Leases," for information regarding leasing activities.

Lessor Accounting

Leases to Customers

Our income from real property at our MH and RV properties is derived from rental agreements where we are the lessor. ASC 842 limits the definition of initial direct costs to only the incremental costs of signing a lease. Internal sales employees' compensation, payroll-related fringe benefits, certain legal fees rendered prior to the execution of a lease, negotiation costs, advertising and other origination effort costs do not meet the definition of an initial direct cost and therefore, are accounted for as General and administrative expense or Property operating and maintenance expense in our Consolidated Statements of Operations. ASC 842 permits the capitalization of direct commission costs.

Our MH and RV sites are typically leased to customers on an annual basis. Seasonal RV sites are generally leased to customers for a period less than one year. Transient RV sites are leased to customers on a short-term basis. In addition, customers may lease homes that are located in our MH communities. Our MH and RV leases with customers are classified as operating leases. Fixed lease income from tenants is recognized on a straight-line basis over the terms of the relevant lease agreement and is included within Income from real property and Brokerage commissions and other revenue, net on the Consolidated Statements of Operations. Variable lease income consists of rent primarily based on a percentage of revenues at the related properties and is included within Income from real property and Brokerage commissions and other, net on the Consolidated Statements of Operations. When collectability is not reasonably assured, the resident is placed on non-accrual status and revenue is recognized when cash payments are received.

Our income from customers for wet slips and dry storage space leases at our marinas is accounted for pursuant to ASC 842. Wet slips and dry storage spaces are typically leased to customers on an annual basis. Seasonal wet slips and dry storage spaces are generally leased to customers for a period of less than one year. Transient wet slips and dry storage spaces are leased to customers on a short-term basis. Our wet slips and dry storage space leases are classified as operating leases with lease income recognized over the term of the respective operating lease or the length of a customer's stay.

Leases to Real Estate Operators

We do not have any operating leases with real estate operators at our MH properties. At our RV communities and marinas, our non-cancellable leases with real estate operators where we are the lessor are classified as operating leases with lease income recognized on a straight line basis over the terms of the relevant lease agreement and is included within Income from real property and Brokerage commissions and other, net.

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2. Revenue

Disaggregation of Revenue

The following table disaggregates our revenue by major source and segment (in millions):

			Year Ended
			December 31, 2023																								December 31, 2022																								December 31, 2021
			MH						RV						Marina						Consolidated						MH						RV						Marina						Consolidated						MH						RV						Marina						Consolidated
Revenues
Real property			$	1,064.3					$	563.9					$	431.6					$	2,059.8					$	954.2					$	563.3					$	384.7					$	1,902.2					$	805.4					$	499.5					$	293.3					$	1,598.2
Home sales			374.6						45.3						—						419.9						428.3						37.5						—						465.8						247.1						33.1						—						280.2
Service, retail, dining and entertainment			48.5						89.2						501.2						638.9						40.3						89.1						402.2						531.6						7.2						73.8						270.8						351.8
Interest			39.9						4.9						0.6						45.4						32.1						2.9						0.2						35.2						10.0						2.2						—						12.2
Brokerage commissions and other, net			30.6						23.0						7.0						60.6						19.8						13.7						1.4						34.9						12.9						16.0						1.3						30.2
Total Revenues			$	1,557.9					$	726.3					$	940.4					$	3,224.6					$	1,474.7					$	706.5					$	788.5					$	2,969.7					$	1,082.6					$	624.6					$	565.4					$	2,272.6

Our revenue consists of real property revenue at our MH, RV and Marina properties, revenue from Home sales, Service, retail, dining and entertainment revenue, Interest income, and Brokerage commissions and other revenue.

The majority of our revenue is derived from site and home leases, and wet slip and dry storage space leases that are accounted for pursuant to ASC 842, " Leases ." We account for all revenue from contracts with customers following ASC 606, " Revenue from Contracts with Customers ," except for those that are within the scope of other topics in the FASB ASC. For additional information, refer to Note 1, "Significant Accounting Policies."

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3. Real Estate Acquisitions and Dispositions

2023 Acquisitions and Dispositions

For the year ended December 31, 2023, we acquired the following properties:

Property Name (1)

Type

Sites, Wet Slips and Dry Storage Spaces

Development Sites

State, Province or Country

Month Acquired

Fox Run

MH: asset acquisition

68

72

MI

January

Savannah Yacht Center

Marina: asset acquisition

24

—

GA

March

Total

92

72

(1) Property names are subject to changes subsequent to acquisition.

The following table summarizes the amount of assets acquired, net of liabilities assumed, at the acquisition date and the consideration paid for the acquisitions completed during the year ended December 31, 2023 (in millions):

			At Acquisition Date																														Consideration
			Investment in property						Inventory of manufactured homes, boat parts and retail related items						Goodwill and other intangible assets						Other assets, net						Total identifiable assets acquired net of liabilities assumed						Cash and escrow												Temporary and permanent equity (1)						Total consideration
Asset Acquisitions (2)
Fox Run (3)			$	7.2					$	—					$	—					$	—					$	7.2					$	2.8											$	4.4					$	7.2
Savannah Yacht Center (4)			100.2						0.1						0.4						4.2						104.9						4.3												100.6						104.9
Total			$	107.4					$	0.1					$	0.4					$	4.2					$	112.1					$	7.1											$	105.0					$	112.1

(1) Refer to Note 10, "Equity and Temporary Equity," for additional detail.

(2) Property names are subject to changes subsequent to acquisition.

(3) In conjunction with the acquisition, the Operating Partnership issued 31,289 common OP units valued at $ 4.4 million.

(4) In conjunction with the acquisition, the Operating Partnership issued one million Series K preferred OP units valued at $ 100.6 million.

As of December 31, 2023, we had incurred and capitalized $ 3.1 million of transaction costs, which have been allocated among various fixed asset categories for purchases that meet the asset acquisition criteria. During the year ended December 31, 2023, we recognized $ 3.0 million of business combination expenses in connection with transactions completed during 2022.

2023 Development and Expansion Activities

During the year ended December 31, 2023, we acquired four land parcels located in the U.S. and one land parcel in the UK for an aggregate purchase price of $ 35.8 million.

2023 Dispositions

In December 2023, as part of a transaction with our joint venture partners in Sun NG RV Resorts, Sun NG Whitewater RV Resorts LLC, Sun NG Beaver Brook LLC and four standalone affiliates (collectively, "Sun NG"), we disposed of our majority equity interest owned in three consolidated joint venture RV properties with 955 developed sites. Refer to Note 8, "Consolidated Variable Interest Entities," for more information on the Sun NG transaction.

In August 2023, we sold one MH community located in Maine with 155 developed sites at its net carrying value for cash consideration of $ 6.8 million. The property was previously classified as held for sale during the three months ended June 30, 2023, with its net carrying value of $ 13.1 million written down by $ 6.3 million within Asset impairments on our Consolidated Statements of Operations, to a fair value less cost to sell of $ 6.8 million.

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In February 2023, we sold two parcels of land in the UK for total consideration of $ 111.5 million. The consideration consisted of $ 108.8 million in the form of an operator note receivable that was added to an existing facility with a weighted average interest rate of 11.9 % per annum, due May 31, 2023 and subsequently extended to July 31, 2023 as part of the operator's total facility. On the date of sale, the carrying value of the note receivable approximated its fair value due to its short term nature. The dispositions resulted in a loss on sale totaling $ 2.2 million during the year ended December 31, 2023, net of the release of foreign currency translation losses from Accumulated other comprehensive income / (loss) ("AOCI") of $ 11.9 million. The total loss on sale was recorded in Gain on dispositions of properties on the Consolidated Statements of Operations. As of December 31, 2023, we have reacquired these two parcels of land at fair value as part of the settlement of the related note receivable, with no remeasurement gain or loss recognized. Refer to Note 4, "Notes and Other Receivables," for additional information on the settlement of the notes receivable.

Real Estate Held For Sale - Changes to a Plan of Sale

We periodically classify real estate as "held for sale" after an active program to sell an asset has commenced and when the sale is probable. Subsequent to the classification of assets as held for sale, no further depreciation expense is recorded.

In February 2023, the criteria was met to classify Sandy Bay, an operating MH community in the UK, with 730 developed sites, as held for sale. Previously, this property had been under contract. At December 31, 2023, the sale contract was no longer in effect, and due to an unexpected change in circumstance related to the counterparty, we reclassified the property as held for use. In accordance with ASC Topic 360, " Property, Plant, and Equipment ," we recorded the property at the lower of the carrying amount before the asset was held for sale, adjusted for depreciation and amortization expense that would have been recognized had the asset been continually classified as held for use, and the fair value at the time of the reclassification. During the three months ended December 31, 2023, we recorded depreciation and amortization expense of $ 1.3 million in conjunction with the reclassification of the property. The following assets and liabilities, which were previously classified as held for sale within Other assets and Other liabilities, respectively, were reclassified as of December 31, 2023: Investment in property, net of $ 259.0 million, Inventory of manufactured homes of $ 4.6 million, Other intangible assets of $ 1.3 million, and Other liabilities, net of $ 55.8 million.

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Acquisitions and Dispositions

For the year ended December 31, 2022, we acquired the following MH and RV communities and marinas:

Property Name (1)

Type

Sites, Wet Slips and Dry Storage Spaces

Development Sites

State, Province or Country

Month Acquired

Harrison Yacht Yard (2)

Marina: asset acquisition

21

—

MD

January

Outer Banks

Marina: asset acquisition

196

—

NC

January

Jarrett Bay Boatworks

Marina: business combination

12

—

NC

February

Tower Marine

Marina: asset acquisition

446

—

MI

March

Sandy Bay

MH: asset acquisition

730

456

UK

March

Park Holidays (3)(4)

MH: business combination

15,906

608

UK

April

Christies Parks (2)(4)

MH: asset acquisition

249

—

UK

April

Bluewater

Marina: asset acquisition

200

—

Multiple

April

Bluewater Yacht Sales (2)

Marina: business combination

—

—

Multiple

April

Bodmin Holiday Park (4)

MH: asset acquisition

69

—

UK

April

Kittery Point

Marina: asset acquisition

62

—

ME

May

Spanish Trails MHC

MH: asset acquisition

195

6

AZ

June

Pine Acre Trails

MH: asset acquisition

251

603

TX

June

Bel Air Estates & Sunrise Estates (5)

MH: asset acquisition

379

—

CA

June

Park Leisure (4)(6)

MH: business combination

2,914

123

UK

June

Montauk Yacht Club

Marina: business combination

232

—

NY

July

Callaly Leisure (4)(7)

MH: asset acquisition

380

823

UK

September

Newhaven (4)

MH: asset acquisition

224

14

UK

October

Bayfront Marina

Marina: asset acquisition

583

—

CA

November

Marina Bay Yacht Harbor

Marina: asset acquisition

800

—

CA

December

Jellystone Lincoln

RV: asset acquisition

267

—

DE

December

Norway Commons

MH: asset acquisition

231

22

ME

December

Total

24,347

2,655

(1) Property names are subject to changes subsequent to acquisition.

(2) Combined with an existing property.

(3) Includes 40 owned and two managed properties.

(4) Included in the Park Holidays business.

(5) Includes two properties.

(6) Includes 11 properties.

(7) Includes one development property.

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The following table summarizes the amounts of assets acquired, net of liabilities assumed, at the acquisition date and the consideration paid for the acquisitions completed in 2022 (in millions):

			At Acquisition Date																														Consideration
			Investment in property						Inventory of manufactured homes, boat parts and retail related items						In-place leases, goodwill and other intangible assets (1)						Other assets / (liabilities), net						Total identifiable assets acquired net of liabilities assumed						Cash and escrow												Temporary and permanent equity (2)						Total consideration
Asset Acquisitions (3)
Harrison Yacht Yard (4)			$	5.8					$	—					$	—					$	—					$	5.8					$	5.8											$	—					$	5.8
Outer Banks			5.2						—						—						( 0.4 )						4.8						4.8												—						4.8
Tower Marine			20.2						—						0.2						( 2.1 )						18.3						18.3												—						18.3
Sandy Bay			247.9						9.4						2.1						( 68.3 )						191.1						191.1												—						191.1
Christies Parks (4)(5)			10.1						—						—						2.1						12.2						12.2												—						12.2
Bluewater			25.3						1.3						0.1						1.3						28.0						28.0												—						28.0
Bodmin Holiday Park (5)			13.1						—						—						—						13.1						13.1												—						13.1
Kittery Point			8.0						0.1						—						( 0.1 )						8.0						7.0												1.0						8.0
Spanish Trails MHC			20.6						1.8						—						—						22.4						22.4												—						22.4
Pine Acre Trails			29.7						—						—						—						29.7						29.7												—						29.7
Bel Air Estates & Sunrise Estates			39.3						—						0.7						—						40.0						40.0												—						40.0
Callaly Leisure (5)			23.8						0.1						—						( 0.3 )						23.6						23.6												—						23.6
Newhaven (5)			6.2						—						—						—						6.2						6.2												—						6.2
Bayfront Marina			11.3						—						0.9						( 0.5 )						11.7						11.7												—						11.7
Marina Bay Yacht Harbor			16.2						—						0.2						( 0.7 )						15.7						15.7												—						15.7
Jellystone Lincoln (6)			17.0						—						—						1.2						18.2						18.2												—						18.2
Norway Commons			15.1						0.4						0.3						—						15.8						15.8												—						15.8
Business Combination (3)
Jarrett Bay Boatworks (7)			21.3						1.4						47.5						1.0						71.2						68.4												2.8						71.2
Park Holidays (5)(8)			1,254.7						29.5						574.5						( 624.9 )						1,233.8						1,199.9												33.9						1,233.8
Park Leisure (5)			259.5						—						76.4						( 110.1 )						225.8						225.8												—						225.8
Montauk Yacht Club			163.6						0.3						26.3						0.3						190.5						190.5												—						190.5
Total			$	2,213.9					$	44.3					$	729.2					$	( 801.5 )					$	2,185.9					$	2,148.2											$	37.7					$	2,185.9

(1) Refer to Note 6, "Goodwill and Other Intangible Assets," for additional detail on goodwill and other intangible assets.

(2) Refer to Note 10, "Equity and Temporary Equity," for additional detail.

(3) Property names are subject to changes subsequent to acquisition.

(4) Combined with an existing property.

(5) Included in the Park Holidays business.

(6) In December 2020, we entered into a loan agreement pursuant to which we extended credit to Blue Water to finance the construction of Jellystone Lincoln (the "RV Park"). In December 2022, we entered into a purchase and sale agreement pursuant to which we purchased the RV Park for cash consideration of $ 5.0 million, which was applied toward the existing Blue Water loan balance of $ 12.9 million, and the remaining loan balance of $ 7.9 million was forgiven. Upon acquisition of the RV Park, we agreed to loan Blue Water an amount equal to $ 3.7 million, accounted as consideration based on the loan forgiveness terms. Additional consideration for vacation rental units of $ 0.4 million, resulted in a total purchase price of $ 17.0 million. In addition, we entered into a lease agreement pursuant to which Blue Water will pay rent to us and continue to operate the park.

(7) The balance includes the marina acquired in February and the yacht sales business acquired in April of which $ 0.1 million was recorded in Investment property, $ 17.6 million in Goodwill and other intangible assets, and $ 0.4 million in Other assets / (liabilities), net.

(8) Includes acquired intangible assets subject to amortization of $ 70.2 million with a weighted average amortization period of 14.6 years, consisting of trademarks and trade names, customer relationships and other intangible assets.

As of December 31, 2022, we incurred $ 19.2 million of transaction costs, which were capitalized and allocated among the various fixed asset categories for purchases that meet the asset acquisition criteria. During the year ended December 31, 2022, we also incurred $ 24.7 million of business combination expenses, which were expensed for acquisitions deemed to be business combinations.

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Total revenues and Net income included in the Consolidated Statements of Operations for the year ended December 31, 2022 related to business combinations completed in 2022 are set forth in the following table (in millions):

						Year Ended
						December 31, 2022
Total revenues						$	353.6
Net income						$	13.8

The following unaudited pro forma financial information presents the results of our operations for the years ended December 31, 2022 and 2021, as if the properties combined through business combinations in 2022 had been acquired on January 1, 2021. The unaudited pro forma results reflect certain adjustments for items that are not expected to have a continuing impact, such as adjustments for transaction costs incurred, management fees and acquisition accounting.

The information presented below has been prepared for comparative purposes only and does not purport to be indicative of either future results of operations or the results of operations that would have actually occurred had the acquisitions been consummated on January 1, 2021 (in millions, except for per share data):

						Year Ended (unaudited)
						December 31, 2022						December 31, 2021
Total revenues						$	3,091.3					$	2,726.4
Net income attributable to SUI common shareholders						$	241.2					$	440.5
Net income per share attributable to SUI common shareholders - basic						$	1.99					$	3.89
Net income per share attributable to SUI common shareholders - diluted						$	1.99					$	3.88

2022 Development and Expansion Activities

During the year ended December 31, 2022, we acquired six land parcels located in the U.S. and the UK for an aggregate purchase price of $ 26.2 million and two buildings and land parcels related to our marinas located in the U.S. for an aggregate purchase price of $ 13.9 million.

2022 Dispositions

During the three months ended September 30, 2022, we sold an RV community containing 514 sites located in California for $ 15.0 million. The disposition resulted in a loss on sale of $ 0.8 million, inclusive of selling costs.

During the three months ended March 31, 2022, we sold two MH communities and one community containing MH and RV sites, each located in Florida, with a total of 323 sites for $ 29.5 million. The gain from the sale of the properties was $ 13.3 million.

Refer to Note 21, "Subsequent Events," for information regarding acquisition and dispositions completed after December 31, 2023.

4. Notes and Other Receivables

The following table sets forth certain information regarding notes and other receivables (in millions):

			December 31, 2023						December 31, 2022
Installment notes receivable on manufactured homes, net			$	19.6					$	65.9
Notes receivable from real estate developers and operators			134.5						305.2
Other receivables, net			267.5						246.2
Total Notes and Other Receivables, net			$	421.6					$	617.3

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Installment Notes Receivable on Manufactured Homes

Installment notes receivable are measured at fair value, using indicative pricing models from third party valuation specialists, in accordance with ASC Topic 820, " Fair Value Measurements and Disclosures ." During the three months ended December 31, 2023, we transferred a group of installment notes receivable to an unrelated party. Refer to Note 5, "Collateralized Receivables and Transfers of Financial Assets," for additional details. The balances of installment notes receivable of $ 19.6 million (gross installment notes receivable of $ 20.4 million less fair value adjustment of $ 0.8 million) and $ 65.9 million (gross installment notes receivable of $ 67.3 million less fair value adjustment of $ 1.4 million) as of December 31, 2023 and 2022, respectively, are secured by manufactured homes. The notes represent financing to purchasers of manufactured homes located in our communities and require monthly principal and interest payments. The notes had a net weighted average interest rate (net of servicing costs) and maturity of 6.9 % and 17.2 years as of December 31, 2023, and 7.6 % and 13.8 years as of December 31, 2022. Refer to Note 16, "Fair Value of Financial Instruments," for additional details.

Notes Receivable from Real Estate Developers and Operators

Notes receivable from real estate developers and operators are measured at fair value, using indicative pricing models from third party valuation specialists, in accordance with ASC Topic 820, " Fair Value Measurements and Disclosures ." Refer to Note 16, "Fair Value of Financial Instruments," for additional information.

Note Receivable from a Real Estate Operator

The note receivable from a real estate operator is comprised of a fully drawn loan provided to Royale Holdings Group HoldCo Limited, a real estate development owner and operator in the UK, and certain other parties, to fund investing and financing activities (the "Note").

As of December 31, 2022, the Note balance, which includes accrued interest, was $ 217.6 million. There were no remeasurement adjustments to the fair value of the Note during the year ended December 31, 2022. At December 31, 2022, the Note had a net weighted average interest rate of 15.3 % and maturity of 0.1 years. The Note was collateralized by a first-priority security interest in three real estate assets and three MH manufacturers in the UK. The real estate assets consisted of MH development properties that comprised a significant majority of the total appraised value of all collateral securing the Note.

After the maturity date of July 31, 2023, the Note became past due. On September 29, 2023, we appointed receivers over the real estate assets. The receivers marketed the real estate assets for sale during the fourth quarter of 2023. Upon completion of the marketing process, on December 28, 2023, we appointed administrators over the real estate assets and acquired such assets through a credit bid. During the fourth quarter, we engaged third party valuation specialists to appraise the real estate assets in accordance with ASC 820. The appraisals were completed using the discounted cash flow method (income approach), with the significant assumptions being estimated absorption rate, sale price and discount rate. The real estate assets appraised at fair value totaling $ 263.8 million. The Note balance was reduced by this amount, with an offsetting adjustment to Investment Property on our Consolidated Balance Sheets as of December 31, 2023.

As of December 31, 2023, the balance remaining on the Note, which was in nonaccrual status, collateralized by a first-priority security interest in three MH manufacturers in the UK, was adjusted to fair value totaling $ 10.8 million (gross notes receivable of $ 114.3 million, inclusive of accrued interest of $ 10.4 million, less a fair value adjustment of $ 103.5 million). The note had a weighted average interest rate of 12.5% as of December 31, 2023. Refer to Note 21, "Subsequent Events," for information regarding settlement of the remaining note balance.

Notes Receivable from Real Estate Developers

Other acquisition and construction loans provided to real estate developers total $ 123.7 million with a net weighted average interest rate and maturity of 9.2 % and 2.6 years as of December 31, 2023, and total $ 87.6 million with a net weighted average interest rate and maturity of 7.8 % and 2.3 years as of December 31, 2022. As of December 31, 2023, the additional acquisition and construction loans provided to real estate developers have $ 39.5 million of undrawn funds. There were no adjustments to the fair value of notes receivable from real estate developers during the years ended December 31, 2023 and 2022.

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Other Receivables, net

Other receivables, net were comprised of amounts due from the following categories (in millions):

			December 31, 2023						December 31, 2022
Insurance receivables			$	77.8					$	78.0
MH and annual RV residents for rent, utility charges, fees and other pass-through charges, net (1)			65.9						61.5
Marina customers for storage, service and lease payments, net (2)			46.8						41.8
Home sale proceeds			28.2						28.9
Other receivables (3)			48.8						36.0
Total Other Receivables, net			$	267.5					$	246.2

(1) Net of allowance of $ 4.8 million and $ 5.9 million as of December 31, 2023 and 2022, respectively.

(2) Net of allowance of $ 2.9 million and $ 2.2 million as of December 31, 2023 and 2022, respectively.

(3) Includes receivable from Rezplot Systems LLC, a nonconsolidated affiliate, in which we had a zero and 48.9 % ownership interest as of December 31, 2023 and 2022, respectively. In June 2020, we made a convertible secured loan to Rezplot Systems LLC. The note allows for a principal amount of up to $ 10.0 million to be drawn down over a period of three years , bears an interest rate of 3.0 %, matures in June 2024, and is secured by all the assets of Rezplot Systems LLC. In January 2022, we made an additional loan to Rezplot Systems LLC that allows for a principal amount of up to $ 5.0 million to be drawn over a period of three years , bears an interest rate of 3.0 % and matures in January 2025. In December 2023, in conjunction with the sale of our equity interest, we settled the outstanding note receivable balance of $ 12.2 million as part of a transaction with our joint venture partner in Sun NG. The outstanding balance was $ 12.7 million as of December 31, 2022. Refer to Note 7, "Investments in Nonconsolidated Affiliates," for additional information on Rezplot Systems LLC, and Note 8, "Consolidated Variable Interest Entities," for more information on the transaction with our joint venture partner in Sun NG.

5. Collateralized Receivables and Transfers of Financial Assets

During the three months ended December 31, 2023, we completed a transfer of our installment notes receivable to an unrelated entity and received net cash proceeds of $ 53.4 million, along with an agreed upon future cash payment of $ 1.1 million from the third-party servicer, in exchange for relinquishing our right, title and interest in the receivables. We used the proceeds to pay down borrowings outstanding under our Senior Credit Facility. We have no further obligations or rights with respect to the control, management, administration, servicing or collection of the installment notes receivables. However, we are subject to certain recourse provisions requiring us to purchase the underlying manufactured homes collateralizing such notes at a price calculated based on the agreed upon terms, in the event of a note default and subsequent repossession of the home by the unrelated entity. The recourse provisions are considered to be a form of continuing involvement which precluded establishing legal isolation, and therefore these transferred loans do not meet the requirements for sale accounting under ASC 860, " Transfers and Servicing ."

The transaction has been accounted for in accordance with ASC 860-30, with the transferred assets classified as Collateralized receivables, net and the cash proceeds received from this transaction classified as Secured borrowings on collateralized receivables within the Consolidated Balance Sheets. We have elected to apply the fair value option to the collateralized receivables and related secured borrowings under ASC 820, " Fair Value Measurements and Disclosures ." The balance of collateralized receivables was $ 56.2 million (gross collateralized receivable of $ 59.1 million less fair value adjustments of $ 2.9 million) as of December 31, 2023. The balance of secured borrowings on collateralized receivables was $ 55.8 million (gross secured borrowings of $ 53.9 million plus fair value adjustments of $ 1.9 million) as of December 31, 2023. The notes represent financing to purchasers of manufactured homes located in our communities and require monthly principal and interest payments. The notes had a net weighted average interest rate and maturity of 8.6 % and 14.2 years as of December 31, 2023. Refer to Note 16, "Fair Value of Financial Instruments," for additional details.

The collateralized receivables earn interest income and the secured borrowings accrue interest expense at the same amount. The amount of interest income and interest expense recognized during the year ended December 31, 2023 was $ 0.6 million.

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6. Goodwill and Other Intangible Assets

Our intangible assets include goodwill, in-place leases, non-competition agreements, trademarks and trade names, customer relationships, franchise agreements and other intangible assets. These intangible assets are recorded in Goodwill and Other intangible assets, net on the Consolidated Balance Sheets.

Goodwill

The measurement periods for the valuation of assets acquired and liabilities assumed in a business combination end as soon as information on the facts and circumstances that existed as of the acquisition dates becomes available on the earlier of (i) the dates of acquisition, or (ii) 12 months after the acquisition dates. Adjustments in purchase price allocations may require a change in the amounts allocated to goodwill during the periods in which the adjustments are determined. These purchase accounting adjustments are presented under Other in the table below. Changes in the carrying amount of goodwill during the years ended December 31, 2023 and 2022, respectively, by reportable segment were as follows (in millions):

			Goodwill by Segment
			MH						RV						Marina						Total
Balance as of January 1, 2022			$	—					$	—					$	495.4					$	495.4
Acquisitions (1)			465.0						9.5						41.5						516.0
Currency Translation Adjustment			( 36.7 )						—						—						( 36.7 )
Other (2)			39.1						—						4.6						43.7
Balance as of December 31, 2022			$	467.4					$	9.5					$	541.5					$	1,018.4
Impairments (3)			( 369.9 )						—						—						( 369.9 )
Currency Translation Adjustment			23.8						—						—						23.8
Other (4)			60.7						—						—						60.7
Balance as of December 31, 2023			$	182.0					$	9.5					$	541.5					$	733.0

(1) During the year ended December 31, 2022, we recorded goodwill of $ 465.0 million in the MH segment related to the acquisition of Park Holidays, primarily attributed to the acquired platform and assembled workforce value associated with the scale of Park Holidays' existing operations in the UK. Additionally, we recorded goodwill of $ 41.5 million in the Marina segment related to the acquisitions of Jarrett Bay Boatworks and Montauk Yacht Club, primarily attributed to enterprise value and the assembled workforce value associated with existing operations, and $ 9.5 million in the RV segment related to the acquisition of Leisure Systems, Inc, primarily attributed to its licensing arrangements, ability to obtain new franchise relationships and assembled workforce. The total recognized goodwill of $ 516.0 million is expected to be deductible for income tax purposes.

(2) During the year ended December 31, 2022, adjustments in purchase price allocations resulted in the recognition of additional goodwill of $ 39.1 million in the MH segment, related to the acquisition of Park Holidays.

(3) During the year ended December 31, 2023, we performed qualitative and quantitative assessments of our goodwill balance for potential impairment in accordance with ASC 350-20, " Goodwill and Other ." As a result of our impairment testing, we determined that the fair value of the UK reporting unit within the MH segment was below its carrying value. Accordingly, during the year ended December 31, 2023, we recorded aggregate non-cash impairment charges of $ 369.9 million within Goodwill impairment on the Consolidated Statements of Operations. The decline in fair value of the UK reporting unit was primarily driven by a higher weighted average cost of capital due to changes in the macroeconomic environment, as well as inflationary pressures in the UK causing a decline in financial projections.

(4) During the year ended December 31, 2023, adjustments in purchase price allocations resulted in the recognition of additional goodwill of $ 60.7 million in the MH segment, related to the Park Leisure business combination.

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Other Intangible Assets, net

The gross carrying amounts and accumulated amortization of our intangible assets were as follows (in millions):

												December 31, 2023												December 31, 2022
Other Intangible Asset						Useful Life						Gross Carrying Amount						Accumulated Amortization						Gross Carrying Amount						Accumulated Amortization
In-place leases						2 months - 13 years						$	166.0					$	( 146.2 )					$	165.7					$	( 135.4 )
Non-competition agreements						5 years						10.5						( 6.2 )						10.5						( 4.1 )
Trademarks and trade names						3 - 15 years						85.3						( 12.3 )						81.2						( 5.5 )
Customer relationships						4 - 17 years						131.6						( 37.3 )						131.5						( 24.7 )
Franchise agreements and other intangible assets						1 - 27 years						48.4						( 14.3 )						48.3						( 8.9 )
Total finite-lived assets												441.8						( 216.3 )						437.2						( 178.6 )
Indefinite-lived assets - Trademarks and trade names						N/A						141.0						—						140.9						—
Indefinite-lived assets - Other						N/A						3.0						—						2.5						—
Total indefinite-lived assets												144.0						—						143.4						—
Total												$	585.8					$	( 216.3 )					$	580.6					$	( 178.6 )

Amortization expenses related to our Other intangible assets were as follows (in millions):

						Year Ended
Other Intangible Asset Amortization Expense						December 31, 2023						December 31, 2022						December 31, 2021
In-place leases						$	11.1					$	15.3					$	28.5
Non-competition agreements						2.1						2.1						2.0
Trademarks and trade names						6.5						4.5						0.9
Customer relationships						12.7						12.3						9.9
Franchise fees and other intangible assets						4.7						2.7						2.2
Total						$	37.1					$	36.9					$	43.5

We anticipate amortization expense for Other intangible assets to be as follows for the next five years (in millions):

Other Intangible Asset Future Amortization Expense						2024						2025						2026						2027						2028
In-place leases						$	7.0					$	6.2					$	3.5					$	2.0					$	0.8
Non-competition agreements						2.1						2.1						0.1						—						—
Trademarks and trade names						5.4						5.4						5.4						5.4						5.4
Customer relationships						12.7						12.7						12.3						12.2						12.1
Franchise agreements and other intangible assets						3.1						3.0						2.7						2.5						2.5
Total						$	30.3					$	29.4					$	24.0					$	22.1					$	20.8

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7. Investments in Nonconsolidated Affiliates

Investments in joint ventures that are not consolidated, nor recorded at cost, are accounted for using the equity method of accounting as prescribed in ASC Topic 323, " Investments - Equity Method and Joint Ventures ." Investments in nonconsolidated affiliates are recorded within Other assets, net on the Consolidated Balance Sheets. Equity income and loss are recorded in the Income / (loss) from nonconsolidated affiliates on the Consolidated Statements of Operations.

RezPlot Systems LLC ("Rezplot")

At December 31, 2023 and 2022, we had a zero and 48.9 % ownership interest, respectively, in RezPlot, a RV reservation software technology company, operating under the Campspot brand, which we acquired in January 2019. During the year ended December 31, 2023, in conjunction with the transaction with our joint venture partner in Sun NG, we disposed of our ownership interest in Rezplot and settled notes receivable due from Rezplot for $ 12.2 million. In conjunction with the disposition, we remeasured the investment to its fair value and recorded a gain of $ 15.3 million. The gain was recorded within Income from nonconsolidated affiliates on the Consolidated Statements of Operations. Refer to Note 4, "Notes and Other Receivables," for additional information on the notes receivable and Note 8, "Consolidated Variable Interest Entities," for more information on the transaction with our joint venture partner in Sun NG.

Sungenia joint venture ("Sungenia JV")

At December 31, 2023 and 2022, we had a 50 % ownership interest in Sungenia JV, a joint venture formed between us and Ingenia Communities Group in November 2018, to establish and grow a manufactured housing community development program in Australia.

GTSC LLC ("GTSC")

At December 31, 2023 and 2022, we had a 40 % ownership interest in GTSC, which engages in acquiring, holding and selling loans secured, directly or indirectly, by manufactured homes located in our communities.

Origen Financial Services, LLC ("OFS")

At December 31, 2023 and 2022, we had no ownership interest in OFS, an end-to-end online resident screening and document management suite. During the year ended December 31, 2022, we sold our ownership interest in OFS for $ 0.6 million. The gain from the sale was $ 0.3 million, which was recorded within Income from nonconsolidated affiliates on the Consolidated Statements of Operations.

SV Lift, LLC ("SV Lift")

At December 31, 2023 and 2022, we had a 50 % ownership interest in SV Lift, which owns, operates and leases an aircraft.

The investment balance in each nonconsolidated affiliate is as follows (in millions):

Investment						December 31, 2023						December 31, 2022
Investment in Sungenia JV						$	56.8					$	44.5
Investment in GTSC						60.4						54.5
Investment in SV Lift						1.7						2.3
Total						$	118.9					$	101.3

The income / (loss) from each nonconsolidated affiliate is as follows (in millions):

						Year Ended
Income / (Loss) from Nonconsolidated Affiliates						December 31, 2023						December 31, 2022						December 31, 2021
RezPlot equity income / (loss)						$	11.1					$	( 4.7 )					$	( 2.9 )
Sungenia JV equity income						3.2						2.2						1.8
GTSC equity income						3.3						5.9						6.1
OFS equity income						—						0.6						0.2
SV Lift equity loss						( 1.6 )						( 1.1 )						( 1.2 )
Total Income from Nonconsolidated Affiliates						$	16.0					$	2.9					$	4.0

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The change in the Sungenia JV investment balance is as follows (in millions):

						Year Ended
						December 31, 2023						December 31, 2022
Beginning balance						$	44.5					$	36.2
Cumulative translation adjustment						( 0.5 )						( 3.0 )
Contributions						9.6						9.1
Equity earnings						3.2						2.2
Ending Balance						$	56.8					$	44.5

The change in the GTSC investment balance is as follows (in millions):

						Year Ended
						December 31, 2023						December 31, 2022
Beginning balance						$	54.5					$	35.7
Contributions						27.5						37.4
Distributions						( 20.7 )						( 22.5 )
Equity earnings						3.3						5.9
Fair value adjustment						( 4.2 )						( 2.0 )
Ending Balance						$	60.4					$	54.5

8. Consolidated Variable Interest Entities

The Operating Partnership

We consolidate the Operating Partnership under the guidance set forth in ASC 810, " Consolidation. " We evaluated whether the Operating Partnership met the criteria for classification as a variable interest entity ("VIE") or, alternatively, as a voting interest entity and concluded that the Operating Partnership met the criteria of a VIE. Our significant asset is our investment in the Operating Partnership, and consequently, substantially all of our assets and liabilities represent those assets and liabilities of the Operating Partnership. We are the sole general partner and generally have the power to manage and have complete control over the Operating Partnership and the obligation to absorb its losses or the right to receive its benefits.

Other Consolidated VIEs

We consolidate Sun NG RV Resorts LLC ("Sun NG Resorts"), Sun NG Beaver Brook LLC, FPG Sun Menifee 80 LLC, Solar Energy Project LLC, Solar Energy Project CA II LLC, Solar Energy Project III LLC and FPG Sun Moreno Valley 66 LLC under the guidance set forth in ASC Topic 810, " Consolidation ." We concluded that each entity is a VIE where we are the primary beneficiary, as we have the power to direct the significant activities of, and absorb the significant losses and receive the significant benefits from each entity. Refer to Note 9, "Debt and Line of Credit" and Note 10, "Equity and Temporary Equity," for additional information on Sun NG Resorts.

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Sun NG Resorts Transaction

During the three months ended December 31, 2023, we simplified the structure of certain of our consolidated variable interest entities, including Sun NG RV Resorts, Sun NG Whitewater RV Resorts LLC, Sun NG Beaver Brook LLC and four standalone affiliates (collectively "Sun NG") in a transaction with our joint venture partner in Sun NG. The transaction, which was primarily a non-monetary exchange and resulted in a net cash receipt of $ 8.2 million, consisted of the following:

• Disposition of our majority equity interest in three consolidated joint venture properties (including Sun NG Whitewater RV Resorts LLC) with a fair value of $ 166.1 million, which resulted in a gain of $ 13.2 million;

• Acquisition of all noncontrolling equity interests in 14 consolidated joint venture properties and a significant portion of the noncontrolling equity interest in five stand-alone joint venture properties (including Sun NG Beaver Brook LLC) with a fair value of $ 149.5 million. This resulted in us owning a 100 % controlling interest in 14 of these properties (the "Acquired RV Properties") and a majority interest in the remaining properties. The acquisition of the noncontrolling interest was accounted for as an equity transaction in accordance with ASC Topic 810, " Consolidation ," with the difference between the fair value and carrying value of the acquired noncontrolling interest of $ 125.3 million recorded as a decrease to Additional paid-in capital;

• Settlement of the Series A and Series B preferred equity interests in the Sun NG Resorts joint venture of $ 35.2 million and $ 3.9 million, respectively, and issuance of 20,000 Series L preferred OP units valued at $ 2.0 million. The Series A and Series B preferred equity interests were accounted for as Unsecured debt and Temporary Equity on our Consolidated Balance Sheets, respectively. The Series L preferred OP units were recorded in Noncontrolling Interests in the Consolidated Balance Sheets;

• Disposition of our ownership interest in Rezplot, a nonconsolidated affiliate, and settlement of notes receivable due from Rezplot for $ 12.2 million. In conjunction with the disposition, we remeasured the investment to its fair value and recorded a gain of $ 15.3 million.

We concluded that the Acquired RV Properties no longer qualify as VIEs and instead will be consolidated under the voting interest model. The five properties remaining under joint venture agreements continue to be accounted for as consolidated VIEs and are included in the table below. Refer to Note 3, "Real Estate Acquisitions and Dispositions" related to the three properties that were sold, Note 4, "Notes and Other Receivables" related to the settlement of the receivable due from Rezplot, Note 7, "Investments in Nonconsolidated Affiliates" related to the sale of our investment in Rezplot, Note 9, "Debt and Line of Credit" related to the settlement of the Series A preferred equity interest, and Note 10, "Equity and Temporary Equity" related to the acquisition of the noncontrolling equity interest in 14 consolidated joint venture properties and issuance of Series L preferred OP units.

Other Noncontrolling Equity Interest Transactions

During the three months ended September 30, 2022, we acquired the noncontrolling equity interest held by third parties in a joint venture created for the purpose of acquiring land and constructing a marina in Fort Lauderdale, Florida ("SHM South Fork JV, LLC"). The transaction resulted in us owning a 100 % ownership interest in the joint venture and we concluded that SHM South Fork JV, LLC was no longer a VIE. The acquisition was accounted for as an equity transaction in accordance with ASC Topic 810, " Consolidation ," with the difference between the purchase price and the noncontrolling interest of $ 1.9 million recorded as a decrease to Additional Paid-in Capital on the Consolidated Balance Sheets.

During the three months ended June 30, 2022, we acquired the noncontrolling equity interest held by third parties in Rudgate Village SPE LLC, Rudgate Clinton SPE LLC and Rudgate Clinton Estates, LLC (collectively, "Rudgate"), an MH community, which resulted in us owning a 100 % ownership interest in Rudgate. We concluded that Rudgate was no longer a VIE. The acquisition was accounted for as an equity transaction in accordance with ASC Topic 810, " Consolidation ," with the difference between the purchase price and the acquired noncontrolling interest of $ 13.2 million recorded as an increase to Additional paid-in capital on the Consolidated Balance Sheets. Refer to Note 10, "Equity and Temporary Equity," for additional information.

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The following table summarizes the assets and liabilities of our consolidated VIEs after eliminations, with the exception of the Operating Partnership, included in our Consolidated Balance Sheets after eliminations (in millions):

			December 31, 2023						December 31, 2022
Assets
Investment property, net			$	132.3					$	739.7
Cash, cash equivalents and restricted cash			2.9						14.1
Other intangible assets, net			0.1						13.0
Other assets, net			0.4						10.5
Total Assets			$	135.7					$	777.3
Liabilities and Other Equity
Secured debt			$	3.2					$	22.2
Unsecured debt			—						35.2
Advanced reservation deposits and rent			0.4						13.8
Accrued expenses and accounts payable			24.1						11.8
Other liabilities			—						1.4
Total Liabilities			27.7						84.4
Temporary equity			10.7						41.3
Total Liabilities and Other Equity			$	38.4					$	125.7

Total assets related to the consolidated VIEs, with the exception of the Operating Partnership, comprised 0.8 % and 4.5 % of our consolidated total assets at December 31, 2023 and 2022, respectively. Total liabilities comprised 0.3 % and 0.9 % of our consolidated total liabilities at December 31, 2023 and 2022, respectively. Equity Interests and Noncontrolling interests related to the consolidated VIEs, on an absolute basis, comprised less than 1.0 % of our consolidated total equity at December 31, 2023 and 2022, respectively.

9. Debt and Line of Credit

The following table sets forth certain information regarding debt, including premiums, discounts and deferred financing costs (in millions, except for statistical information):

			Carrying Amount												Weighted Average Years to Maturity												Weighted Average Interest Rates
			December 31, 2023						December 31, 2022						December 31, 2023						December 31, 2022						December 31, 2023						December 31, 2022
Secured Debt
Mortgage loans payable (1)			$	3,478.9					$	3,217.8					9.2						10.2						3.994		%				3.723		%
Secured borrowings on collateralized receivables (2)			55.8						—						14.2						N/A						8.556		%				N/A
Total Secured Debt			3,534.7						3,217.8
Unsecured Debt
Senior unsecured notes (3)			2,177.5						1,779.6						7.5						8.1						3.375		%				2.9		%
Line of credit and other debt (4)			2,065.1						2,130.6						1.7						2.8						5.428		%				4.417		%
Preferred equity - Sun NG Resorts - mandatorily redeemable			—						35.2						0.0						1.8						—		%				6.0		%
Preferred OP units - mandatorily redeemable			—						34.0						0.0						3.1						—		%				5.921		%
Total Unsecured Debt			4,242.6						3,979.4
Total Debt			$	7,777.3					$	7,197.2					6.8						7.4						4.234		%				3.746		%

(1) Balances at December 31, 2023 and 2022 include zero and $ 0.1 million of net debt premium, respectively, and $ 16.9 million and $ 14.6 million of deferred financing costs, respectively.

(2) Balance at December 31, 2023 includes fair value adjustments of $ 1.9 million.

(3) Balances at December 31, 2023 and 2022 include $ 6.5 million and $ 6.1 million of net debt discount, respectively, and $ 16.0 million and $ 14.3 million of deferred financing costs, respectively. Weighted average interest rates include the impact of hedge activity.

(4) Balances at December 31, 2023 and 2022 include $ 1.6 million and $ 3.0 million of deferred financing costs, respectively. Weighted average interest rates include the impact of hedge activity.

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Secured Debt

Mortgage term loans

During the years ended December 31, 2023 and 2022, we repaid the following mortgage term loans during the quarters presented below (in millions, except for statistical information):

Period						Repayment Amount						Fixed Interest Rate						Maturity Date						Loss on Extinguishment of Debt
Three months ended September 30, 2022						$	318.0		(1)			4.81		%				December 6, 2022 - September 6, 2024						$	4.0
Three months ended June 30, 2022						$	15.8					3.89		%				October 1, 2022						$	—

(1) Includes 17 mortgage term loans which were scheduled to mature from December 6, 2022 to September 6, 2024, that are secured by 35 properties.

During the years ended December 31, 2023 and 2022, we entered into the following mortgage term loans during the quarters presented below (in millions, except for statistical information):

Period						Loan Amount						Term (in years)						Interest Rate						Maturity Date
Three months ended December 31, 2023						$	252.8		(1)			7						6.49		%				November 1, 2030
Three months ended March 31, 2023						$	85.0		(2)			3						5.0		%				February 13, 2026
						$	99.1		(3)			7 - 10						5.72		%				April 1, 2030 - April 1, 2033
Three months ended December 31, 2022						$	226.0		(4)			4 - 7						4.5		%				June 15, 2026 - December 15, 2029
Three months ended September 30, 2022						$	20.6		(5)(6)			25						3.65		%				August 10, 2047
						$	3.4		(6)			25						3.65		%				August 10, 2047

(1) Includes two newly encumbered properties.

(2) Includes five existing encumbered properties.

(3) Includes 22 existing encumbered properties.

(4) Includes 18 existing encumbered properties.

(5) Represents a construction loan (undrawn as of December 31, 2023).

(6) Represents loans jointly secured by one property.

The mortgage term loans, which total $ 3.5 billion as of December 31, 2023, are secured by 156 properties comprised of 62,805 sites representing approximately $ 2.7 billion of net book value.

Secured Borrowings on Collateralized Receivables

Refer to Note 5, "Collateralized Receivables and Transfers of Financial Assets," for information on Secured Borrowings on Collateralized Receivables.

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Unsecured Debt

Senior Unsecured Notes

The following table sets forth certain information regarding our outstanding senior unsecured notes (in millions, except for statistical information). All senior unsecured notes include interest payments on a semi-annual basis in arrears, and are recorded within the Unsecured debt line item on the Consolidated Balance Sheets.

												Carrying Amount
						Principal Amount						December 31, 2023						December 31, 2022
5.7 % notes, issued in January 2023 and due in January 2033 (1)						$	400.0					$	395.7					$	—
4.2 % notes, issued in April 2022 and due in April 2032						600.0						592.6						591.8
2.3 % notes, issued in October 2021 and due in November 2028						450.0						446.8						446.2
2.7 % notes, issued in June 2021 and October 2021, and due in July 2031						750.0						742.4						741.6
Total						$	2,200.0					$	2,177.5					$	1,779.6

(1) In January 2023, the Operating Partnership issued $ 400.0 million of senior unsecured notes with an interest rate of 5.7 % and a 10-year term, due January 15, 2033 (the "2033 Notes"). Interest on the notes is payable semi-annually in arrears on January 15 and July 15 of each year, beginning on July 15, 2023. The net proceeds from the offering were $ 395.3 million, after deducting underwriters' discounts and estimated offering expenses. We used the net proceeds from the offering to repay borrowings outstanding under our Senior Credit Facility.

Line of Credit

In April 2022, the Operating Partnership (as borrower), SUI (as guarantor), and certain lenders entered into Amendment No. 1 to the Fourth Amended and Restated Credit Agreement and Other Loan Documents (the "Credit Facility Amendment"), which amended our senior credit facility (the "Senior Credit Facility").

The Credit Facility Amendment increased the aggregate amount of our Senior Credit Facility to $ 4.2 billion with the ability to upsize the total borrowings by an additional $ 800.0 million, subject to certain conditions. The increased aggregate amount under the Senior Credit Facility consists of the following: (a) a revolving loan in an amount up to $ 3.05 billion and (b) a term loan facility of $ 1.15 billion, with the ability to draw funds from the combined facilities in U.S. dollars, Pound sterling, Euros, Canadian dollars and Australian dollars, subject to certain limitations. The Credit Facility Amendment extended the maturity date of the revolving loan facility to April 7, 2026. At our option that maturity date may be extended two additional six-month periods. In addition, the Credit Facility Amendment established the maturity date of the term loan facility under the Credit Facility Amendment as April 7, 2025, which may not be further extended.

The Senior Credit Facility bears interest at a floating rate based on the Adjusted Term SOFR, the Adjusted Eurocurrency Rate, the Australian BBSY, the Daily SONIA Rate or the Canadian Dollar Offered Rate, as applicable, plus a margin, in all cases, which can range from 0.725 % to 1.6 %, subject to certain adjustments. As of December 31, 2023, the margins based on our credit ratings were 0.85 % on the revolving loan facility and 0.95 % on the term loan facility.

At the lenders' option, the Senior Credit Facility will become immediately due and payable upon an event of default under the Credit Facility Agreement. We had $ 944.1 million and $ 1.1 billion of borrowings outstanding under the revolving loan as of December 31, 2023 and 2022, respectively. We also had $ 1.1 billion of borrowings outstanding under the term loan on the Senior Credit Facility as of December 31, 2023 and 2022, respectively. These balances are recorded in Unsecured debt on the Consolidated Balance Sheets.

The Senior Credit Facility provides us with the ability to issue letters of credit. Our issuance of letters of credit does not increase our borrowings outstanding under the Senior Credit Facility, but does reduce the borrowing amount available. We had $ 26.2 million and $ 2.6 million of outstanding letters of credit at December 31, 2023 and 2022, respectively.

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Unsecured Term Loan

In October 2019, we assumed a $ 58.0 million secured term loan facility related to an acquisition. The term loan initially had a four-year term ending October 29, 2023, and bore interest at a floating rate based on the Eurodollar rate or Prime rate plus a margin ranging from 1.2 % to 2.05 %. Effective July 1, 2021, we amended the agreement to release the associated collateral, extend the term loan facility maturity date to October 29, 2025 and adjust the interest rate margin to a range from 0.8 % to 1.6 %. In August 2022, we amended the secured term loan facility to transition from the Eurodollar rate to SOFR. As of December 31, 2023, the margin based on our credit rating was 0.95 %. The outstanding balance was $ 7.8 million and $ 19.8 million at December 31, 2023 and 2022, respectively. These balances are recorded in Unsecured debt on the Consolidated Balance Sheets.

Preferred Equity - Sun NG Resorts - Mandatorily Redeemable

In connection with the investment in Sun NG Resorts in June 2018, unrelated third parties purchased $ 35.3 million of mandatorily redeemable Series A Preferred Equity ("Preferred Equity - Sun NG Resorts") that carried a preferred rate of return of 6.0 % per annum and had a seven-year term ending June 1, 2025. In December 2023, we settled the Preferred Equity - Sun NG Resorts balance as part of the transaction with our joint venture partners in Sun NG. Accordingly, the outstanding balance on the Preferred Equity - Sun NG Resorts was zero and $ 35.2 million at December 31, 2023 and 2022, respectively. These balances were recorded in Unsecured debt on the Consolidated Balance Sheets. Refer to Note 8, "Consolidated Variable Interest Entities" for additional information related to the broader transaction with our joint venture partner in Sun NG.

Preferred OP Units - Mandatorily Redeemable

As of December 31, 2023, all Aspen preferred OP units were converted into common OP units. At December 31, 2022, the Preferred OP units included $ 34.0 million of Aspen preferred OP units recorded in Unsecured debt on the Consolidated Balance Sheets.

In January 2020, we amended the Operating Partnership's partnership agreement to extend the automatic redemption date and reduce the annual distribution rate for 270,000 of the Aspen preferred OP units (the "Extended Units"). The Extended Units redemption date was extended to January 1, 2034, and their distribution rate was lowered to 3.8 %. During the three months ended March 31, 2023, all of the Extended Units, representing $ 7.3 million of unsecured debt, converted into common equity.

For Aspen preferred OP units with no extended redemption date, subject to certain limitations, at any time prior to January 1, 2024, the holders of Aspen preferred OP units each had the option to convert such units into: (a) if the average closing price of our common stock for the preceding ten trading days is $ 68.00 per share or less, 0.397 common OP units; or (b) if the 10-day average closing price is greater than $ 68.00 per share, a number of common OP units determined by dividing (i) the sum of (A) $ 27.00 plus (B) 25.0 % of the amount by which the 10-day average closing price exceeds $ 68.00 per share, by (ii) the 10-day average closing price. The preferred distribution rate for the Aspen preferred OP units was 6.5 %. On January 2, 2024, we would have been required to redeem for cash any Aspen preferred OP units that had not been converted to common OP units. During the year ended December 31, 2023, unit holders converted all 322,934 remaining Aspen preferred OP units, representing $ 8.7 million of unsecured debt, into common OP units. Refer to Note 10, "Equity and Temporary Equity," for additional details related to Aspen preferred OP unit conversions.

Covenants

The mortgage term loans, senior unsecured notes and Senior Credit Facility are subject to various financial and other covenants. The most restrictive covenants are pursuant to (a) the terms of the Senior Credit Facility, which contains a maximum leverage ratio, minimum fixed charge coverage ratio and maximum secured leverage ratio, and (b) the terms of the senior unsecured notes, which contain a total debt to total assets ratio, secured debt to total assets ratio, consolidated income available for debt service to debt service ratio and unencumbered total asset value to unsecured debt ratio. At December 31, 2023, we were in compliance with all financial covenants.

In addition, certain of our subsidiary borrowers own properties that secure loans. These subsidiaries are consolidated within our accompanying Consolidated Financial Statements, however, each of these subsidiaries' assets and credit are not available to satisfy our debts and other obligations, and any of our other subsidiaries or any other person or entity.

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Interest Capitalized

We capitalize interest during the construction and development of our communities. Capitalized interest costs associated with construction and development activities during the years ended December 31, 2023, 2022 and 2021 were as follows (in millions):

						Year Ended
						December 31, 2023						December 31, 2022						December 31, 2021
Interest capitalized						$	12.9					$	7.0					$	4.5

Long-term Debt Maturities

As of December 31, 2023, the total of our secured debt (excluding premiums and deferred financing costs) and unsecured debt (excluding discounts and deferred financing costs) by year were as follows (in millions):

			Maturities and Amortization By Year
			Total Due						2024						2025						2026						2027						2028						Thereafter
Secured Debt
Mortgage loans payable
Maturities			$	2,670.8					$	128.8					$	50.6					$	658.4					$	4.0					$	303.8					$	1,525.2
Principal amortization			825.0						56.5						54.2						46.3						40.6						43.4						584.0
Secured borrowings on collateralized receivables (1)			53.9						2.3						2.5						2.7						3.0						3.2						40.2
Total Secured Debt			3,549.7						187.6						107.3						707.4						47.6						350.4						2,149.4
Unsecured Debt
Senior unsecured notes			2,200.0						—						—						—						—						450.0						1,750.0
Line of credit and other debt			2,066.7						7.8						1,114.8						944.1						—						—						—
Total Unsecured Debt			4,266.7						7.8						1,114.8						944.1						—						450.0						1,750.0
Total Debt			$	7,816.4					$	195.4					$	1,222.1					$	1,651.5					$	47.6					$	800.4					$	3,899.4

(1) Balance at December 31, 2023 excludes fair value adjustments of $ 1.9 million.

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10. Equity and Temporary Equity

Temporary Equity

Redeemable Preferred OP Units

Temporary equity includes preferred securities that are redeemable for cash at the holder's option or upon the occurrence of an event that is not solely within our control based on a fixed or determinable price. These securities are not mandatorily redeemable for cash nor do they contain a fixed maturity date. The following table sets forth the various series of redeemable preferred OP units that were outstanding as of December 31, 2023 and 2022 and the related terms, and summarizes the balance included within Temporary Equity on our Consolidated Balance Sheets (in millions, except for statistical information):

Description						OP Units Outstanding						Exchange Rate (1)						Annual Distribution Rate (2)						Cash Redemption (3)						Redemption Period						Carrying Amount
						December 31, 2023																														December 31, 2023						December 31, 2022
Series D preferred OP units						488,958						0.8000						4.0		%				Holder's Option						Any time						$	46.9					$	48.1
Series F preferred OP units						90,000						0.6250						3.0		%				Holder's Option						Any time after earlier of May 14, 2025 or death of holder						8.5						8.7
Series G preferred OP units						210,710						0.6452						3.2		%				Holder's Option						Any time after earlier of September 30, 2025 or death of holder						20.4						24.4
Series H preferred OP units						581,238						0.6098						3.0		%				Holder's Option						Any time after earlier of October 30, 2025 or death of holder						55.0						56.7
Series J preferred OP units						238,000						0.6061						2.85		%				Holder's Option						During the 30 -day period following a change of control of the Company or any time after April 21, 2026						22.7						23.6
Series K preferred OP units (4)						1,000,000						0.5882						4.0		%				Holder's Option						Within 60 days after March 23, 2028						96.7						—
Total						2,608,906																														$	250.2					$	161.5

(1) Exchange rates are subject to adjustment upon stock splits, recapitalizations and similar events. The exchange rates of certain series of OP units are approximated to four decimal places.

(2) Distributions are payable on the issue price of each OP unit, which is $ 100.00 per unit for all these preferred OP units.

(3) The redemption price for each preferred OP unit redeemed will be equal to its issue price plus all accrued but unpaid distributions.

(4) Series K Preferred OP Units - Each Series K preferred OP unit is exchangeable for 0.5882 common OP units. Each such common OP unit will be exchangeable for one share of our common stock. We have the right to cause the holders of Series K preferred OP units to exchange such units into common OP units at the applicable exchange rate (a) within 60 days after March 23, 2028 or (b) if at any time the trading price of our common stock for each of the preceding 60 trading days is equal to or greater than 120 % of the Series K conversion price of $ 170 (as it may be adjusted under the Operating Partnership's partnership agreement). If in connection with an exchange pursuant to clause (a) above the recent average price of our common stock (as determined under the Operating Partnership's partnership agreement) is less than the Series K conversion price, we will be required to make an additional cash payment in respect of each exchanged Series K preferred OP unit equal to the product of (i) the Series K exchange rate and (ii) the difference between such average price and the Series K conversion price. As of December 31, 2023, 1,000,000 Series K preferred OP units were outstanding. Refer to Note 3, "Real Estate Acquisitions and Dispositions," for additional information.

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Redeemable Equity Interests

The following table summarizes the redeemable equity interests included in Temporary Equity on our Consolidated Balance Sheets (in millions):

												Carrying Amount
Equity Interest						Description						December 31, 2023						December 31, 2022
FPG Sun Moreno Valley 66 LLC						In connection with the investment in land for future development in the city of Moreno Valley, California, at the property known as FPG Sun Moreno Valley 66 LLC						$	0.1					$	0.1
Solar Energy Project CA II LLC						A joint venture that operates and maintains solar energy equipment in select California communities						5.1						4.2
Solar Energy Project LLC						A joint venture that operates and maintains solar energy equipment in select California communities						2.3						1.9
Solar Energy Project III LLC						A joint venture that operates and maintains solar energy equipment in select Arizona and California communities						2.3						0.3
FPG Sun Menifee 80 LLC						In connection with the investment in land for future development in the city of Menifee, in California, at the property known as FPG Sun Menifee 80 LLC						0.1						0.1
NG Sun Whitewater LLC						In connection with the investment in land at the property known as Whitewater						—						3.2
NG Sun Beaver Brook LLC						In connection with the investment in Sun NG Beaver Brook LLC, a joint venture that operates one RV community in the U.S.						0.1						0.5
NG Sun LLC (1) and other stand-alone joint ventures						In connection with the investment in Sun NG Resorts, a joint venture that operates a portfolio of RV communities in the U.S.						0.7						31.1
Total												$	10.7					$	41.4

(1) Equity Interest - NG Sun LLC - In June 2018, in connection with the investment in Sun NG Resorts, unrelated third parties purchased $ 6.5 million of Series B preferred equity interests and $ 15.4 million of common equity interests in Sun NG Resorts (herein jointly referred to as "Equity Interest - NG Sun LLC"). In April and September 2020, in connection with certain acquisitions, $ 3.0 million of Series B preferred equity interests were converted to common equity interests. The Series B preferred equity interests carried a preferred return at a rate that, at any time, was equal to the interest rate on Sun NG Resorts' indebtedness at such time. In December 2023, as part of the transaction with our joint venture partner in Sun NG, we settled the majority of the preferred and common equity interests related to the joint ventures under Sun NG Resorts. The Equity Interest - NG Sun LLC balance was $ 0.7 million and $ 31.1 million as of December 31, 2023 and 2022, respectively. Refer to Note 8, "Consolidated Variable Interest Entities," for more information on the transaction with our joint venture partner in Sun NG.

Permanent Equity

Universal Shelf Registration Statement

In April 2021, we filed a new universal shelf registration statement on Form S-3 with the SEC. The shelf registration statement was deemed automatically effective and provides for the registration of unspecified amounts of equity and debt securities. At our 2023 Annual Meeting of Shareholders on May 16, 2023, our shareholders approved the Articles of Amendment to the Company's charter, which increased the authorized number of shares of capital stock to 380,000,000 shares, of which 360,000,000 shares are common stock and 20,000,000 shares are preferred stock, par value $ 0.01 per share. As of December 31, 2023, we had 124,436,432 shares of common stock issued and outstanding and no shares of preferred stock were issued and outstanding.

Public Equity Offerings

In November 2021, we entered into two forward sale agreements relating to an underwritten registered public offering of 4,025,000 shares of our common stock at a public offering price of $ 185.00 per share and completed the offering on November 18, 2021 (the "November 2021 Forward Sale Agreements"). We did not initially receive any proceeds from the sale of shares of our common stock by the forward purchaser or its affiliates. In April 2022, we completed the physical settlement of the 4,025,000 shares of common stock and received aggregate net proceeds of $ 705.4 million. We used the net proceeds to repay borrowings outstanding under our Senior Credit Facility, and for working capital and general corporate purposes.

At the Market Offering Sales Agreement

In December 2021, we entered into an At the Market Offering Sales Agreement with certain sales agents and forward sellers pursuant to which we may sell, from time to time, up to an aggregate gross sales price of $ 1.25 billion of our common stock (the "Sales Agreement"), through the sales agents, acting as our sales agents or, if applicable, as forward sellers, or directly to the sales agents as principals for their own accounts. The sales agents and forward sellers are entitled to compensation in an agreed amount not to exceed 2.0 % of the gross price per share for any shares sold under the Sales Agreement. We simultaneously terminated our prior sales agreement upon entering into the Sales Agreement. Through December 31, 2023, we had entered into forward sales agreements under our Sales Agreement for an aggregate gross sales price of $ 160.6 million.

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During the three months ended September 30, 2022, we entered into forward sale agreements with respect to 15,000 shares of common stock under our Sales Agreement for $ 2.6 million. Additionally, we settled all of our outstanding forward sale agreements with respect to 1,526,212 shares of common stock which includes 620,109 ; 600,503 ; 290,600 ; and 15,000 shares of common stock from the three months ended December 31, 2021, March 31, June 30 and September 30, 2022 forward sale agreements, respectively. The net proceeds of $ 275.5 million from the settlement of these forward sale agreements were used to repay borrowings outstanding under our Senior Credit Facility.

During the three months ended June 30, 2022, we completed the physical settlement of 1,200,000 shares of common stock under our prior at the market offering program and received net proceeds of $ 229.5 million. Additionally, we entered into forward sales agreements with respect to 290,600 shares of common stock for $ 50.1 million, under our Sales Agreement. These forward sale agreements were settled during the three months ended September 30, 2022.

During the three months ended March 31, 2022, we entered into forward sales agreements with respect to 600,503 shares of common stock for $ 107.9 million, under our Sales Agreement. These forward sale agreements were settled during the three months ended September 30, 2022.

During the year ended December 31, 2021, we entered into forward sale agreements with respect to 1,820,109 shares of common stock under our prior at the market offering program for $ 356.5 million. We completed the physical settlement of 1,200,000 and 620,109 shares of common stock during the three months ended June 30, 2022 and September 30, 2022, respectively.

Issuances of Common Stock in Connection with the Acquisition of Certain Properties

In April 2022, we issued 186,044 shares of common stock with a value of $ 33.9 million in connection with the acquisition of Park Holidays.

Issuances of Common OP Units in Connection with the Acquisition of Certain Properties

Year Ended December 31, 2023 and 2022						Common OP Units Issued						Value at Issuance (in millions)						Related Acquisition
January 2023						31,289						$	4.4					Fox Run
May 2022						10,854			(1)			$	1.8					Rudgate
May 2022						5,605						$	1.0					Kittery Point
February 2022						14,683						$	2.8					Jarrett Bay Boatworks

(1) During the three months ended June 30, 2022, we acquired the noncontrolling equity interest held by third parties in Rudgate for a total purchase price of $ 3.1 million. As consideration, we issued 10,854 common OP units and paid the remainder of the purchase price in cash. The acquisition resulted in us owning a 100.0 % controlling interest in Rudgate. Refer to Note 8, "Consolidated Variable Interest Entities," for additional information.

Accumulated Other Comprehensive Income / (Loss)

AOCI attributable to SUI common shareholders is separately presented on our Consolidated Balance Sheets as a component of total SUI shareholders' equity. OCI attributable to noncontrolling interests is allocated to, and included within, Noncontrolling interests on our Consolidated Balance Sheets. Refer to the Statements of Comprehensive Income for complete details related to OCI activity in the reporting period.

AOCI attributable to SUI common shareholders consisted of the following, net of tax (in millions):

						December 31, 2023						December 31, 2022
Net foreign currency translation losses						$	( 29.5 )					$	( 70.6 )
Accumulated net gains on derivatives						41.7						60.7
Accumulated other comprehensive income / (loss)						$	12.2					$	( 9.9 )

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Noncontrolling Interests - Common and Preferred OP Units

The following table summarizes the common and preferred OP units included within Noncontrolling interests on our Consolidated Balance Sheets (in millions, except for shares and statistical information):

Description						OP Units Outstanding						Exchange Rate (1)						Annual Distribution Rate (2)						Cash Redemption						Redemption Period						Carrying Amount
						December 31, 2023																														December 31, 2023						December 31, 2022
Common OP units						2,734,983						1.0000						Same distribution rate for common stock						N/A						N/A						$	46.5					$	31.5
Series A-1 preferred OP units						202,144						2.4390						6.0		%				N/A						N/A						11.5						14.0
Series A-3 preferred OP units						40,268						1.8605						4.5		%				N/A						N/A						2.4						2.7
Series C preferred OP units						305,848						1.1100						5.0		%				N/A						N/A						21.4						23.6
Series E preferred OP units						80,000						0.6897						5.5		%				N/A						N/A						6.4						6.9
Series L preferred OP units (3)						20,000						0.6250						3.5		%				N/A						N/A						2.0						—
Total						3,383,243																														$	90.2					$	78.7

(1) Exchange rates are subject to adjustment upon stock splits, recapitalizations and similar events. The exchange rates of certain series of OP units are approximated to four decimal places.

(2) Distributions are payable on the issue price of each OP unit which is $ 100.00 per unit for all these preferred OP units.

(3) Series L Preferred OP Units - Each Series L preferred OP unit is exchangeable for 0.6250 common OP units. Each such common OP unit will be exchangeable for one share of our common stock. We have the right to cause the holders of Series L preferred OP units to exchange such units into common OP units at the applicable exchange rate (a) any time after December 31, 2028 or (b) if at any time the trading price of our common stock for each of the preceding 60 trading days is equal to or greater than 120 % of the Series L conversion price of $ 160 (as it may be adjusted under the Operating Partnership's partnership agreement). If in connection with an exchange pursuant to clause (a) above the recent average price of our common stock (as determined under the Operating Partnership's partnership agreement) is less than the Series L conversion price, we will be required to make an additional cash payment in respect of each exchanged Series L preferred OP unit equal to the product of (i) the Series L exchange rate and (ii) the difference between such average price and the Series L conversion price. As of December 31, 2023, 20,000 Series L preferred OP units were outstanding. Refer to Note 8, "Consolidated Variable Interest Entities," for more information on the transaction with our joint venture partner in Sun NG.

Conversions

Conversions to Common Stock and Common OP Units - Subject to certain limitations, holders can convert certain series of OP units to shares of our common stock and to common OP units at any time. Below is the activity of conversions during the years ended December 31, 2023 and 2022:

												Year Ended
												December 31, 2023																		December 31, 2022
Series						Conversion Rate						Units / Shares Converted						Common Stock (1)						Common OP Units (1)						Units / Shares Converted						Common Stock (1)
Aspen preferred OP units						Various (2)						1,258,819						113,972						293,838						25,000						8,007
Common OP units						1.0000						8,848						8,848						—						150,393						150,393
Series A-1 preferred OP units						2.4390						5,404						13,177						—						67,476						164,566
Series C preferred OP units						1.1100						165						183						—						150						166
Series E preferred OP units						0.6897						—						—						—						10,000						6,896
Series G preferred OP units						0.6452						30,000						19,353						—						—						—
Series H preferred OP units						0.6098						129						78						—						40						24
Series I preferred OP units						0.6098						—						—						—						922,000						562,195
Series J preferred OP units						0.6061						2,000						1,212						—						—						—

(1) Calculation may yield minor differences due to rounding incorporated in the above numbers.

(2) Refer to Note 9, "Debt and Line of Credit," for additional detail on Aspen preferred OP unit conversions.

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Distributions

Distributions declared for the three months ended December 31, 2023 were as follows:

Common Stock, Common OP units and Restricted Stock Distributions

Record Date

Payment Date

Distribution Per Share

Total Distribution (in Millions)

December 31, 2023

12/29/2023

1/16/2024

$

0.93

$

118.2

11. Share-Based Compensation

As of December 31, 2023, we had two share-based compensation plans: the Sun Communities, Inc. 2015 Equity Incentive Plan (as amended, the "2015 Equity Incentive Plan") and the First Amended and Restated 2004 Non-Employee Director Option Plan (as amended, the "2004 Non-Employee Director Option Plan"). We believe granting equity awards will provide certain executives, key employees and directors additional incentives to promote our financial success and promote employee and director retention by providing an opportunity to acquire or increase the direct proprietary interest of those individuals in our operations and future. Time based awards for directors generally vest over three years . Time based awards for key employees and executives generally vest over five years . Market condition awards for executives generally vest after three years .

Restricted Stock

The majority of our share-based compensation is awarded as service vesting restricted stock grants to executives and key employees. We have also awarded restricted stock to our non-employee directors. We measure the fair value associated with these awards using the closing price of our common stock as of the grant date to calculate compensation cost. Employee awards typically vest over several years and are subject to continued employment by the employee. Award recipients receive distribution payments on unvested shares of restricted stock.

First Amendment to the 2015 Equity Incentive Plan

At our 2022 Annual Meeting on May 17, 2022, our shareholders approved the First Amendment to the 2015 Equity Incentive Plan. This amendment increased the number of shares of common stock that may be issued under the 2015 Equity Incentive Plan to 4,750,000 . As of December 31, 2023, there were 2,813,901 shares available for future issuance.

UK Sub-Plan

In April 2022, the Board of Directors adopted the UK Sub-Plan under the 2015 Equity Incentive Plan, which is solely applicable to employee participants located in the UK, and establishes certain rules and limitations for participation in the 2015 Equity Incentive Plan by UK employees for the purpose of complying with applicable UK laws.

Non-Employee Director Plans

2021 Non-Employee Directors Deferred Compensation Plan - In November 2021, we adopted the 2021 Non-Employee Directors Deferred Compensation Plan ("2021 Deferred Compensation Plan"). The 2021 Deferred Compensation Plan entitles a non-employee director to annually submit an election to defer all or a portion of his or her eligible share-based and cash compensation.

2004 Non-Employee Director Option Plan - The director option plan was approved by our shareholders at the Annual Meeting of Shareholders held on July 19, 2012. The director option plan amended and restated in its entirety our 2004 Non-Employee Director Stock Option Plan. At the Annual Meeting of the Shareholders held on May 17, 2018, the shareholders approved the First Amendment to the Sun Communities, Inc. First Amended and Restated 2004 Non-Employee Director Option Plan to increase the number of authorized shares under the plan by 200,000 shares.

The types of awards that may be granted under the director option plan are options, restricted stock and OP units. Only non-employee directors are eligible to participate in the director option plan. The maximum number of options, restricted stock and OP units that may be issued under the director option plan is 375,000 shares. As of December 31, 2023, 141,965 shares remained available for future issuance.

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During the years ended December 31, 2023 and 2022, shares were granted as follows:

Grant Period						Type						Plan						Shares Granted						Grant Date Fair Value Per Share						Vesting Type
2023						Key Employees						2015 Equity Incentive Plan						220,858						$	137.14		(1)			Time Based
2023						Executive Officers						2015 Equity Incentive Plan						62,800						$	144.88		(1)			Time Based
2023						Executive Officers						2015 Equity Incentive Plan						82,200						$	108.60		(2)			Market Condition (3)
2023						Directors						2004 Non-Employee Director Option Plan						16,000						$	148.12		(1)			Time Based
2022						Key Employees						2015 Equity Incentive Plan						203,210						$	179.23		(1)			Time Based
2022						Executive Officers						2015 Equity Incentive Plan						66,000						$	178.20		(1)			Time Based
2022						Executive Officers						2015 Equity Incentive Plan						91,500						$	124.88		(2)			Market Condition (3)
2022						Directors						2004 Non-Employee Director Option Plan						11,900						$	197.00		(1)			Time Based

(1) Represents the weighted average fair value per share of the closing price of our common stock on the dates the shares were awarded.

(2) Represents the weighted average fair value per share of the Monte Carlo simulation fair value price of our market condition awards on the dates the shares were awarded.

(3) Share-based compensation for restricted stock awards with market conditions is measured based on an estimate of shares expected to vest using a Monte Carlo simulation to determine fair value.

The following table summarizes our restricted stock activity for the years ended December 31, 2023, 2022 and 2021 (in millions, except share and per share data):

			Number of Shares						Weighted Average Grant Date Fair Value						Fair Value of Shares Vested
Unvested restricted shares at January 1, 2021			810,814						$	105.92
Granted			290,607						$	131.84
Vested			( 305,747 )						$	91.06					$	27.8
Forfeited			( 7,654 )						$	113.02
Unvested restricted shares at December 31, 2021			788,020						$	121.18
Granted			372,610						$	166.27
Vested			( 278,359 )						$	106.98					$	29.8
Forfeited			( 27,504 )						$	157.11
Unvested restricted shares at December 31, 2022			854,767						$	144.19
Granted			381,858						$	132.73
Vested			( 243,776 )						$	139.03					$	33.9
Forfeited			( 55,198 )						$	153.68
Unvested restricted shares at December 31, 2023			937,651						$	140.30

We capitalize a portion of share-based compensation costs for employees who work directly on construction and development of our communities. We recognized the following share-based compensation costs (in millions):

												Year Ended
																		December 31, 2023						December 31, 2022						December 31, 2021
Share-based compensation - expensed (1)																		$	40.4					$	37.6					$	28.0
Share-based compensation - capitalized (2)																		$	2.5					$	—					$	—

(1) Recorded within General and administrative expense on the Consolidated Income Statements.

(2) Capitalized to Land improvements and buildings on the Consolidated Balance Sheets.

The remaining unrecognized share-based compensation cost, net related to our unvested restricted shares, which includes estimated forfeitures, as of December 31, 2023 was approximately $ 86.4 million and is expected to be recognized over a weighted average period of 1.7 years. Forfeitures are estimated at the grant date and are included monthly within compensation cost. The following table summarizes our expected share-based compensation cost, net related to our unvested restricted shares, in millions:

			2024						2025						2026						Thereafter
Expected share-based compensation costs, net			$	34.0					$	25.5					$	16.9					$	10.0

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12. Segment Reporting

We group our segments into reportable segments that provide similar products and services. Each operating segment has discrete financial information evaluated regularly by our chief operating decision maker in managing the business, making operating decisions, allocating resources and evaluating operating performance. As described in Note 1, "Significant Accounting Policies," our three reportable segments are: (i) MH communities, (ii) RV communities and (iii) Marinas. Hybrid properties are classified to a segment based on the predominant site counts at the properties. We evaluate segment operating performance based on NOI.

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A presentation of our segment financial information is summarized as follows (amounts in millions):

			Year Ended
			December 31, 2023																								December 31, 2022																								December 31, 2021
			MH						RV						Marina						Consolidated						MH						RV						Marina						Consolidated						MH						RV						Marina						Consolidated
Operating revenues			$	1,487.4					$	698.4					$	932.8					$	3,118.6					$	1,422.8					$	689.9					$	786.9					$	2,899.6					$	1,059.7					$	606.4					$	564.1					$	2,230.2
Operating expenses / Cost of sales			709.0						358.5						620.8						1,688.3						661.1						359.6						498.4						1,519.1						438.7						318.8						351.8						1,109.3
NOI			$	778.4					$	339.9					$	312.0					$	1,430.3					$	761.7					$	330.3					$	288.5					$	1,380.5					$	621.0					$	287.6					$	212.3					$	1,120.9
Adjustments to arrive at net income
Interest income																					45.4																								35.2																								12.2
Brokerage commissions and other revenues, net																					60.6																								34.9																								30.2
General and administrative expense																					( 270.2 )																								( 256.8 )																								( 181.3 )
Catastrophic event-related charges, net																					( 3.8 )																								( 17.5 )																								( 2.2 )
Business combination expense, net																					( 3.0 )																								( 24.7 )																								( 1.4 )
Depreciation and amortization																					( 660.0 )																								( 601.8 )																								( 522.7 )
Asset impairments																					( 10.1 )																								( 3.0 )																								—
Goodwill impairment																					( 369.9 )																								—																								—
Loss on extinguishment of debt (see Note 9)																					—																								( 4.4 )																								( 8.1 )
Interest expense																					( 325.8 )																								( 229.8 )																								( 158.6 )
Interest on mandatorily redeemable preferred OP units / equity																					( 3.3 )																								( 4.2 )																								( 4.2 )
Gain / (loss) on remeasurement of marketable securities																					( 16.0 )																								( 53.4 )																								33.5
Gain / (loss) on foreign currency exchanges																					( 0.3 )																								5.4																								( 3.7 )
Gain on dispositions of properties																					11.0																								12.2																								108.1
Other expense, net																					( 7.5 )																								( 2.1 )																								( 12.1 )
Gain / (loss) on remeasurement of notes receivable																					( 106.7 )																								( 0.8 )																								0.7
Income from nonconsolidated affiliates (see Note 7)																					16.0																								2.9																								4.0
Loss on remeasurement of investment in nonconsolidated affiliates																					( 4.2 )																								( 2.7 )																								( 0.2 )
Current tax expense (see Note 13)																					( 14.5 )																								( 10.3 )																								( 1.2 )
Deferred tax benefit / (expense) (see Note 13)																					22.9																								4.2																								( 0.1 )
Net Income / (Loss)																					( 209.1 )																								263.8																								413.8
Less: Preferred return to preferred OP units / equity interests																					12.3																								11.0																								12.1
Less: Income attributable to noncontrolling interests																					( 8.1 )																								10.8																								21.5
Net Income / (Loss) Attributable to SUI Common Shareholders																					$	( 213.3 )																							$	242.0																							$	380.2

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			December 31, 2023																								December 31, 2022
			MH						RV						Marina						Consolidated						MH						RV						Marina						Consolidated
Identifiable Assets
Investment property, net			$	7,510.3					$	3,718.8					$	3,214.5					$	14,443.6					$	7,181.7					$	3,744.3					$	3,045.0					$	13,971.0
Cash, cash equivalents and restricted cash			24.5						11.8						6.4						42.7						49.4						30.3						10.7						90.4
Marketable securities			—						—						—						—						82.4						44.9						—						127.3
Inventory of manufactured homes			181.3						24.3						—						205.6						189.1						13.6						—						202.7
Notes and other receivables, net			247.6						119.7						54.3						421.6						475.2						96.5						45.6						617.3
Collateralized receivables, net			56.2						—						—						56.2						—						—						—						—
Goodwill			182.0						9.5						541.5						733.0						467.4						9.5						541.5						1,018.4
Other intangible assets, net			88.3						29.0						252.2						369.5						97.9						32.6						271.5						402.0
Other assets, net			380.2						47.6						240.7						668.5						356.1						63.0						236.0						655.1
Total Assets			$	8,670.4					$	3,960.7					$	4,309.6					$	16,940.7					$	8,899.2					$	4,034.7					$	4,150.3					$	17,084.2

13. Income Taxes

We have elected to be taxed as a REIT pursuant to Section 856(c) of the Internal Revenue Code of 1986, as amended ("Code"). In order for us to qualify as a REIT, at least 95 % of our gross income in any year must be derived from qualifying sources. In addition, a REIT must distribute annually at least 90 % of its REIT taxable income (calculated without any deduction for dividends paid and excluding capital gains) to its shareholders and meet other tests.

Qualification as a REIT involves the satisfaction of numerous requirements (on an annual and quarterly basis) established under highly technical and complex Code provisions for which there are limited judicial or administrative interpretations and involves the determination of various factual matters and circumstances not entirely within our control. In addition, frequent changes occur in the area of REIT taxation, which requires us to continually monitor our tax status. We analyzed the various REIT tests and confirmed that we continued to qualify as a REIT for the year ended December 31, 2023.

As a REIT, we generally will not be subject to U.S. federal income taxes at the corporate level on the ordinary taxable income we distribute to our shareholders as dividends. If we fail to qualify as a REIT in any taxable year, our taxable income could be subject to U.S. federal income tax at regular corporate rates. Even if we qualify as a REIT, we may be subject to certain state and local income taxes, as well as U.S. federal income and excise taxes on our undistributed income. In addition, taxable income from non-REIT activities managed through taxable REIT subsidiaries is subject to federal, state and local income taxes. We are also subject to local income taxes in Canada, Puerto Rico and the UK due to certain properties located in those jurisdictions. We do not provide for withholding taxes on our undistributed earnings from our Canadian subsidiaries as they are reinvested and will continue to be reinvested indefinitely outside of the U.S. As currently structured, we are not subject to UK withholding taxes on distributions from our UK properties. However, we are subject to Australian withholding taxes on distributions from our investments in Ingenia Communities Group ("Ingenia") which was sold during the three months ended December 31, 2023. Refer to Note 16, "Fair Value of Financial Instruments," for additional details related to the sale of our shares in Ingenia.

For income tax purposes, distributions paid to common shareholders consist of ordinary income, capital gains, and return of capital. For the years ended December 31, 2023, 2022 and 2021, distributions paid per share were taxable as follows (unaudited / rounded):

			Year Ended
			December 31, 2023												December 31, 2022												December 31, 2021
			Amount						Percentage						Amount						Percentage						Amount						Percentage
Ordinary income (1)			$	2.30					62.62		%				$	2.55					73.62		%				$	2.31					70.47		%
Capital gain			—						—		%				—						—		%				—						—		%
Return of capital			1.37						37.38		%				0.92						26.38		%				0.97						29.53		%
Total distributions declared			$	3.67					100.00		%				$	3.47					100.00		%				$	3.28					100.00		%

(1) 98.924258 % of the ordinary taxable dividend qualifies as a Section 199A dividend for 2023 and 1.075742 % of the ordinary taxable dividend qualifies as a Qualified Dividend for 2023.

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The components of income / (loss) attributable to taxable subsidiaries before provision for income taxes are as follows (in millions):

			Year Ended
			December 31, 2023						December 31, 2022						December 31, 2021
Domestic			$	( 21.0 )					$	( 13.4 )					$	( 7.8 )
Foreign			( 46.2 )						24.8						2.6
Income / (loss) before provision for income taxes			$	( 67.2 )					$	11.4					$	( 5.2 )

The components of our provision / (benefit) for income taxes attributable to continuing operations for the years ended December 31, 2023, 2022 and 2021 are as follows (amounts in millions):

			Year Ended
			December 31, 2023						December 31, 2022						December 31, 2021
Federal
Current			$	—					$	—					$	—
Deferred			—						—						—
State and Local
Current			2.9						2.3						1.1
Deferred			—						—						( 0.1 )
Foreign
Current			11.6						8.0						0.1
Deferred			( 22.9 )						( 4.2 )						0.2
Total provision / (benefit)			$	( 8.4 )					$	6.1					$	1.3

A reconciliation of the provision / (benefit) for income taxes with the amount computed by applying the statutory federal income tax rate to income before provision for income taxes for the years ended December 31, 2023, 2022 and 2021 is as follows (amounts in millions):

			Year Ended
			December 31, 2023												December 31, 2022												December 31, 2021
Pre-tax income / (loss) attributable to taxable subsidiaries			$	( 67.2 )											$	11.4											$	( 5.2 )
Federal provision / (benefit) at statutory tax rate			( 14.1 )						21.0		%				2.4						21.0		%				( 1.1 )						21.0		%
State and local taxes, net of federal benefit			1.4						( 2.0 )		%				0.7						6.5		%				0.2						( 3.8 )		%
Rate differential			( 4.7 )						7.0		%				( 0.4 )						( 3.5 )		%				0.1						( 2.7 )		%
Change in valuation allowance			5.4						( 8.1 )		%				2.8						24.5		%				3.4						( 65.0 )		%
Non-U.S. income taxed at other than the U.S. federal statutory tax rate			3.1						( 4.6 )		%				( 0.6 )						( 5.5 )		%				—						—		%
Others			( 1.0 )						1.4		%				( 0.4 )						( 3.0 )		%				( 2.1 )						39.8		%
Tax provision / (benefit) - taxable subsidiaries			( 9.9 )						14.7		%				4.5						40.0		%				0.5						( 10.7 )		%
Other state taxes - flow through subsidiaries			1.5												1.6												0.8
Total provision / (benefit)			$	( 8.4 )											$	6.1											$	1.3

Deferred tax assets and liabilities reflect the impact of temporary differences between the amounts of assets and liabilities for financial reporting purposes and the basis of such assets and liabilities as measured by tax laws. Deferred tax assets are reduced, if necessary, by a valuation allowance to the amount where realization is more likely than not assured after considering all available evidence. Our temporary differences primarily relate to net operating loss carryforwards, depreciation, interest and basis differences between tax and GAAP. Our deferred tax assets that have a full valuation allowance relate to our taxable REIT subsidiaries.

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The deferred tax assets and liabilities included in the Consolidated Balance Sheets are comprised of the following tax effects of temporary differences and based on the most recent tax rate legislation (amounts in millions):

			As of
			December 31, 2023						December 31, 2022						December 31, 2021
Deferred Tax Assets
NOL carryforwards			$	28.7					$	25.9					$	26.2
Depreciation and basis differences			27.4						26.0						23.7
Restricted interest carryforwards			51.9						25.2						—
Other			5.4						4.9						0.1
Gross deferred tax assets			113.4						82.0						50.0
Valuation allowance			( 55.3 )						( 49.8 )						( 47.0 )
Net deferred tax assets (1)			58.1						32.2						3.0
Deferred Tax Liabilities
Basis differences - US assets			—						—						( 1.2 )
Basis differences - foreign investment (2)			( 335.2 )						( 340.8 )						( 22.5 )
Gross deferred tax liabilities (3)			( 335.2 )						( 340.8 )						( 23.7 )
Net Deferred Tax Liability			$	( 277.1 )					$	( 308.6 )					$	( 20.7 )

(1) Net deferred tax assets are included within Other assets, net in our Consolidated Balance Sheets.

(2) Balance as of December 31, 2023 relates to basis differences in our foreign investments in properties in the UK and Canada.

(3) Gross deferred tax liabilities are included within Other liabilities in our Consolidated Balance Sheets.

Our U.S. taxable REIT subsidiaries operating loss carryforwards are $ 138.0 million, or $ 28.7 million after tax, including SHS loss carryforwards of $ 134.1 million, or $ 28.2 million after tax, as of December 31, 2023. The loss carryforwards will begin to expire in 2024 through 2035 if not offset by future taxable income. In addition, our Canadian subsidiaries have operating loss carryforwards of $ 0.1 million, or $ 0.0 million after tax, as of December 31, 2023. The loss carryforwards will begin to expire in 2040 through 2042 if not offset by future taxable income.

We had no unrecognized tax benefits as of December 31, 2023 and 2022. We expect no significant increases or decreases in unrecognized tax benefits due to changes in tax positions within one year of December 31, 2023.

We classify certain state taxes as income taxes for financial reporting purposes. We recorded provisions for state income taxes of $ 2.9 million, $ 2.3 million and $ 1.1 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Our policy is to report income tax penalties and income tax related interest expense as a component of income tax expense. No interest or penalty associated with any unrecognized income tax provision or benefit was accrued, nor was any income tax related interest or penalty recognized during the years ended December 31, 2023, 2022 and 2021.

14. Earnings / (Loss) Per Share

Earnings / (loss) per share ("EPS") is computed by dividing net income or loss by the weighted average number of common shares outstanding during the period on a basic and diluted basis. We calculate diluted EPS using the more dilutive of the treasury stock method and the two-class method for stock option and restricted common shares, the treasury stock method for forward equity sales and the if converted method for convertible units.

From time to time, we enter into forward equity sales agreements, which are discussed in Note 10, "Equity and Temporary Equity." We considered the potential dilution resulting from the forward equity sales agreements on the EPS calculations. At inception, the agreements do not have an effect on the computation of basic EPS as no shares are delivered unless there is a physical settlement. Common shares issued upon the physical settlement of the forward equity sales agreements, weighted for the period these common shares are outstanding, are included in the denominator of basic EPS. To determine the dilution resulting from the forward equity sales agreements during the period of time prior to settlement, we calculate the number of weighted-average shares outstanding - diluted in accordance with the treasury stock method.

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Our potentially dilutive securities include our potential common shares related to our forward equity offerings, our unvested restricted common shares, and our Operating Partnership outstanding common OP units, Series A-1 preferred OP units, Series A-3 preferred OP units, Series C preferred OP units, Series D preferred OP units, Series E preferred OP units, Series F preferred OP units, Series G preferred OP units, Series H preferred OP units, Series J preferred OP units, Series K preferred OP units and Series L preferred OP units, which, if converted or exercised, may impact dilution.

Diluted EPS considers the impact of potentially dilutive securities except when the potential common shares have an anti-dilutive effect. Our unvested restricted stock common shares contain rights to receive non-forfeitable distributions and participate equally with common stock with respect to distributions issued or declared, and thus, are participating securities, requiring the two-class method of computing EPS. In calculating the two-class method, undistributed earnings are allocated to both common shares and participating securities based on the weighted average number of shares outstanding during the period. The two-class method determines EPS by (1) dividing the sum of distributed earnings allocated to common shareholders and undistributed earnings allocated to common shareholders by the weighted average number of shares of common stock outstanding for the period; and (2) dividing the sum of distributed earnings allocated to participating securities and undistributed earnings allocated to participating securities by the weighted average number of shares of participating securities for the period. The remaining potential dilutive common shares do not contain rights to distributions and are included in the computation of diluted EPS.

Computations of basic and diluted EPS were as follows (in millions, except per share data):

						Year Ended
						December 31, 2023						December 31, 2022						December 31, 2021
Numerator
Net income / (loss) attributable to SUI common shareholders						$	( 213.3 )					$	242.0					$	380.2
Less: allocation to restricted stock awards						( 1.8 )						1.4						2.4
Basic earnings - net income / (loss) attributable to common shareholders after allocation to restricted stock awards						$	( 211.5 )					$	240.6					$	377.8
Add: allocation to common and preferred OP units dilutive effect						—						4.7						8.6
Add: allocation to restricted stock awards						( 1.8 )						—						—
Diluted earnings - net income / (loss) attributable to common shareholders after allocation to common and preferred OP units (1)(2)						$	( 213.3 )					$	245.3					$	386.4

Denominator
Weighted average common shares outstanding						$	123.4					$	120.2					$	112.6
Add: common shares dilutive effect from Forward Equity Offering						—						0.2						—
Add: dilutive restricted stock						0.4						—						—
Add: common and preferred OP units dilutive effect						—						2.5						2.5
Diluted weighted average common shares and securities (1)(2)						$	123.8					$	122.9					$	115.1
EPS Available to Common Shareholders After Allocation
Basic earnings / (loss) per share						$	( 1.71 )					$	2.00					$	3.36
Diluted earnings / (loss) per share (1)(2)						$	( 1.72 )					$	2.00					$	3.36

(1) For the year ended December 31, 2023, diluted earnings per share was calculated using the treasury stock method for restricted stock awards as the application of this method resulted in a more diluted earnings per share during those periods.

(2) For the years ended December 31, 2022 and 2021, diluted earnings per share was calculated using the two-class method for restricted stock awards as the application of this method resulted in a more diluted earnings per share during those periods.

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We have excluded certain convertible securities from the computation of diluted EPS because the inclusion of those securities would have been anti-dilutive for the periods presented. The following table presents the outstanding securities that were excluded from the computation of diluted EPS as of December 31, 2023, 2022 and 2021 (amounts in thousands):

			Year Ended
			December 31, 2023						December 31, 2022						December 31, 2021
Common OP units			2,735						—						—
A-1 preferred OP units			202						208						275
A-3 preferred OP units			40						40						40
Aspen preferred OP units (1)			N/A						1,259						1,284
Series C preferred OP units			306						306						306
Series D preferred OP units			489						489						489
Series E preferred OP units			80						80						90
Series F preferred OP units			90						90						90
Series G preferred OP units			211						241						241
Series H preferred OP units			581						581						581
Series I preferred OP units (2)			N/A						N/A						922
Series J preferred OP units			238						240						240
Series K preferred OP units			1,000						N/A						N/A
Series L preferred OP units			20						N/A						N/A
Total Securities			5,992						3,534						4,558

N/A = Not applicable.

(1) All of our outstanding Aspen preferred OP units converted during the year ended December 31, 2023.

(2) All of our outstanding Series I preferred OP units converted during the year ended December 31, 2022.

15. Derivative Financial Instruments

We hold treasury rate lock contracts, interest rate swaps, and forward swaps for interest rate risk management purposes. We do not enter into derivative instruments for speculative purposes. As of December 31, 2023 and 2022, respectively, we held 13 and 5 derivative contracts, which have each been designated as cash flow hedges under ASC Topic 815, " Derivatives and Hedging ." The risks being hedged are the interest rate risk related to outstanding floating rate debt and forecasted debt issuance transactions, and the benchmark interest rates used are the SOFR and the SONIA Rate.

Derivative Contract Activity

During the year ended December 31, 2023 and 2022, we entered into the following derivative contracts (with notional amounts in millions):

Period (Three months ended)

Number of Contracts

Instrument Type

Currency

Notional Amount

Index Type

Hedged Item

December 31, 2023

7

Forward Swap

USD

$

255.0

SOFR

Future Debt Offering

1

Interest Rate Swap

USD

25.0

SOFR

Term Loan Senior Credit Facility

September 30, 2023

2

Interest Rate Swap

USD

125.0

SOFR

Term Loan Senior Credit Facility

March 31, 2023

1

Interest Rate Swap

GBP (1)

127.3

SONIA

Term Loan Senior Credit Facility

1

Interest Rate Swap

USD

50.0

SOFR

Future Debt Offering

Total

12

$

582.3

December 31, 2022

1

Forward Swap

USD

$

50.0

SOFR

Future Debt Offering

September 30, 2022

2

Interest Rate Swap

GBP (3)

483.6

SONIA

Future Debt Offering

2

Treasury Rate Locks (2)

200.0

SOFR

Future Debt Offering

Total

5

$

733.6

(1) The notional amount of the swap contract in local currency is £ 100.0 million. The USD equivalent amount is converted as of December 31, 2023.

(2) This includes two $ 100.0 million treasury rate locks.

(3) The notional amount of the swap contract in local currency is £ 400.0 million. The USD equivalent amount is converted as of December 31, 2022.

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During the year ended December 31, 2023 and 2022, we terminated the following derivative contracts (amounts in millions):

Period (Three months ended)						Type						Currency						Notional Amount						Cash Settlement Received
December 31, 2023						Interest Rate Swap						USD						$	50.0					$	6.0
March 31, 2023						Treasury Rate Locks & Forward Swap (1)						USD						250.0						7.4			(1)
Total																		$	300.0					$	13.4
June 30, 2022						Treasury Rate Locks (2)						USD						600.0						35.3			(2)
Total																		$	600.0					$	35.3

(1) These includes two $ 100.0 million treasury rate locks and one $ 50.0 million forward swap which were terminated in connection with the 2033 Notes issuance.

(2) These includes four $ 150.0 million treasury rate locks which were terminated in connection with the issuance of $ 600.0 million of senior unsecured notes issued April 2022.

As of December 31, 2023, the net accumulated gains from the aforementioned settlements are included in Accumulated other comprehensive income / (loss) on our Consolidated Balance Sheets, and will be amortized as a reduction to interest expense over the term of the hedged transactions.

The following table presents the gross fair value amounts of our derivative financial instruments and the associated notional amounts (in millions):

						December 31, 2023																		December 31, 2022
Derivatives designated as cash flow hedges						Notional						Fair Value of Assets (1)						Fair Value of Liabilities (2)						Notional						Fair Value of Assets (1)						Fair Value of Liabilities
Interest rate derivatives						$	1,041.5					$	11.7					$	7.7					$	733.6					$	32.0					$	—

(1) Included within Other assets, net on the Consolidated Balance Sheets.

(2) Included within Other liabilities on the Consolidated Balance Sheets.

The following table presents the gain / (loss) on derivatives in cash flow hedging relationships recognized in Accumulated other comprehensive income / (loss) (in millions):

						Year Ended
Derivatives designated as cash flow hedges						December 31, 2023						December 31, 2022						December 31, 2021
Interest rate derivatives						$	( 4.9 )					$	64.3					$	0.4

The following table presents the amount of gains on derivative instruments reclassified from Accumulated other comprehensive income / (loss) into earnings (in millions):

												Year Ended
Derivatives designated as cash flow hedges						Financial Statement Classification						December 31, 2023						December 31, 2022						December 31, 2021
Interest rate derivatives						Interest expense						$	14.9					$	1.3					$	—

Refer to Note 1, "Significant Accounting Policies," for disclosure of where cash flows associated with derivative instruments and their related gains and losses are presented in the statement of cash flows. Refer to Note 16, "Fair Value of Financial Instruments," for additional information related to the fair value methodology used for derivative financial instruments and Note 21, "Subsequent Events," for information regarding additional derivatives transactions subsequent to year end.

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16. Fair Value of Financial Instruments

Our financial instruments consist primarily of cash, cash equivalents and restricted cash, marketable securities, notes and other receivables, derivative assets and liabilities, debt, warrants and other liabilities. We utilize fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures, pursuant to ASC 820, " Fair Value Measurements and Disclosures ."

Assets by Hierarchy Level

The table below sets forth our financial assets and liabilities (in millions) that require disclosure of fair value on a recurring basis as of December 31, 2023. The table presents the carrying values and fair values of our financial instruments as of December 31, 2023 and 2022, that were measured using the valuation techniques described in Note 1, "Significant Accounting Policies." The table excludes other financial instruments such as other receivables and accounts payable as the carrying values associated with these instruments approximate their fair value since their maturities are less than one year. These are classified as Level 1 in the hierarchy.

						December 31, 2023
						Carrying Value						Fair Value
												Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)						Total
Financial Assets
Cash, cash equivalents and restricted cash						$	42.7					$	42.7					$	—					$	—					$	42.7
Installment notes receivable on manufactured homes, net						19.6						—						—						19.6						19.6
Notes receivable from real estate developers and operators						134.5						—						—						134.5						134.5
Collateralized receivables, net						56.2						—						—						56.2						56.2
Derivative assets						11.7						—						11.7						—						11.7
Total assets measured at fair value						$	264.7					$	42.7					$	11.7					$	210.3					$	264.7
Financial Liabilities
Mortgage loan payable						$	3,478.9					$	—					$	3,167.0					$	—					$	3,167.0
Secured borrowings on collateralized receivables						55.8						—						—						55.8						55.8
Total secured debt						3,534.7						—						3,167.0						55.8						3,222.8
Unsecured debt
Senior unsecured notes						2,177.5						—						1,973.2						—						1,973.2
Line of credit and other unsecured debt						2,065.1						—						2,065.1						—						2,065.1
Total unsecured debt						4,242.6						—						4,038.3						—						4,038.3
Derivative liabilities						7.7						—						7.7						—						7.7
Other financial liabilities (contingent consideration)						20.2						—						—						20.2						20.2
Total liabilities measured at fair value						$	7,805.2					$	—					$	7,213.0					$	76.0					$	7,289.0

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						December 31, 2022
												Fair Value
						Carrying Value						Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)						Total
Financial Assets
Cash, cash equivalents and restricted cash						$	90.4					$	90.4					$	—					$	—					$	90.4
Marketable securities						127.3						127.3						—						—						127.3
Installment notes receivable on manufactured homes, net						65.9						—						—						65.9						65.9
Notes receivable from real estate developers and operators						305.2						—						—						305.2						305.2
Derivative assets						32.0						—						32.0						—						32.0
Total assets measured at fair value						$	620.8					$	217.7					$	32.0					$	371.1					$	620.8
Financial Liabilities
Mortgage loan payable						$	3,217.8					$	—					$	2,814.1					$	—					$	2,814.1
Unsecured debt
Senior unsecured notes						1,779.6						—						1,432.7						—						1,432.7
Line of credit and other unsecured debt						2,199.8						—						2,199.8						—						2,199.8
Total unsecured debt						3,979.4						—						3,632.5						—						3,632.5
Other financial liabilities (contingent consideration)						20.2						—						—						20.2						20.2
Total liabilities measured at fair value						$	7,217.4					$	—					$	6,446.6					$	20.2					$	6,466.8

We utilize fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. The following methods and assumptions were used in order to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value:

Cash, Cash Equivalents and Restricted Cash

The carrying values of cash, cash equivalents and restricted cash approximate their fair market values due to the short-term nature of the instruments. These are classified as Level 1 in the hierarchy.

Marketable Securities

The fair value is measured by the quoted unadjusted share price which is readily available in active markets (Level 1). The change in the marketable securities balance is as follows (in millions):

			December 31, 2023						December 31, 2022
Beginning Balance			$	127.3					$	186.9
Change in fair value measurement			( 16.0 )						( 53.4 )
Foreign currency exchange losses			( 7.8 )						( 7.7 )
Dividend reinvestment, net of tax			—						1.5
Dispositions (1)			( 103.5 )						—
Ending Balance			$	—					$	127.3

(1) During the year ended December 31, 2023, we sold our 41.8 million share position in Ingenia, generating $ 102.5 million of proceeds, net of $ 1.0 million of underwriting and other fees, with a realized loss of $ 8.0 million. The proceeds were used to pay down amounts drawn under our Senior Credit Facility.

Installment Notes Receivable on Manufactured Homes and Collateralized Receivables

Installment notes receivable on manufactured homes and collateralized receivables are recorded at fair value and are measured using model-derived indicative pricing using primarily unobservable inputs, inclusive of default rates, interest rates and recovery rates (Level 3). Refer to Note 4, "Notes and Other Receivables" and Note 5, "Collateralized Receivables and Transfers of Financial Assets," for additional information.

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Notes Receivable from Real Estate Developers and Operators

Notes receivable from real estate developers and operators are recorded at fair value and are measured using model-derived indicative pricing using primarily unobservable inputs including interest rates and counterparty performance (Level 3). The carrying values of the notes generally approximate their fair market values either due to the nature of the note and / or the note being secured primarily by underlying real estate and other collateral and / or personal guarantees. Refer to Note 4, "Notes and Other Receivables," for additional information.

Derivatives Assets and Liabilities - Interest Rate Derivatives

Interest rate derivatives are recorded at fair value and consist of treasury rate lock contracts, interest rate swaps and forward swaps. The fair value of these financial instruments are measured using observable inputs based on the 10-year treasury note rate, the SOFR and SONIA Rates, respectively (Level 2).

Secured Debt

Mortgage term loans - the fair value of mortgage term loans is based on the estimates of management and on rates currently quoted, rates currently prevailing for comparable loans and instruments of comparable maturities (Level 2). Refer to Note 9, "Debt and Line of Credit," for additional information.

Secured borrowings on collateralized receivables - recorded at fair value and adjusted based on the same interest rates as the related collateralized receivables (Level 3). Refer to Note 5, "Collateralized Receivables and Transfers of Financial Assets" and Note 9, "Debt and Line of Credit," for additional information.

Unsecured Debt

Senior unsecured notes - the fair value of senior unsecured notes is based on the estimates of management and on rates currently quoted, rates currently prevailing for comparable loans and instruments of comparable maturities (Level 2). Refer to Note 9, "Debt and Line of Credit," for additional information.

Line of credit and other unsecured debt - consists primarily of our Senior Credit Facility. We have variable rates on our Senior Credit Facility. The fair value of the debt with variable rates approximates carrying value as the interest rates of these amounts approximate market rates (Level 2). The estimated fair value of our debt as of December 31, 2023 approximated its gross carrying value.

Other Financial Liabilities

We estimate the fair value of contingent consideration liabilities based on valuation models using significant unobservable inputs that generally consider discounting of future cash flows using market interest rates and adjusting for non-performance risk over the remaining term of the liability (Level 3).

Level 3 Reconciliation, Measurements and Transfers

We review the fair value hierarchy classifications each reporting period. Changes in the observability of the valuation attributes may result in a reclassification of certain financial assets or liabilities. Such reclassifications are reported as transfers in and out of Level 3 at the beginning fair value for the reporting period in which the changes occur. Availability of secondary market activity and consistency of pricing from third-party sources impacts our ability to classify securities as Level 2 or Level 3. There were no transfers into or out of Level 3 during the years ended December 31, 2023 and 2022.

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The following tables summarize changes to our financial instruments carried at fair value and classified within Level 3 of the fair value hierarchy for the years ended December 31, 2023 and 2022 (in millions):

			Year Ended
			December 31, 2023																								December 31, 2022
Assets:			Installment Notes Receivable on MH, net						Notes Receivable From Real Estate Developers and Operators						Collateralized Receivables, net						Warrants						Installment Notes Receivable on MH, net						Notes Receivable From Real Estate Developers and Operators						Warrants
Level 3 beginning balance at December 31, 2023 and 2022			$	65.9					$	305.2					$	—					$	—					$	79.1					$	284.0					$	—
Realized gains / (losses)			( 3.8 )			(1)			( 102.9 )			(1)			1.5			(2)			( 0.4 )			(3)			( 0.8 )						—						( 3.4 )			(3)
Purchases and issuances			22.0						187.4						—						0.4						1.0						79.3						3.4
Sales and settlements			( 9.2 )						( 275.0 )						( 0.6 )						—						( 13.4 )						( 34.9 )						—
Foreign currency exchange gains / (losses)			—						19.7						—						—						—						( 23.3 )						—
Other adjustments (4)			( 55.3 )						0.1						55.3						—						—						0.1						—
Level 3 ending balance at December 31, 2023 and 2022			$	19.6					$	134.5					$	56.2					$	—					$	65.9					$	305.2					$	—

(1) Realized losses recorded within Gain / (loss) on remeasurement of notes receivable on the Consolidated Statements of Operations.

(2) Realized gains recorded within Other expense, net on the Consolidated Statements of Operations.

(3) Realized losses recorded within Income from nonconsolidated affiliates on the Consolidated Statements of Operations.

(4) Primarily relates to the transfer of Installment notes receivable classified Collateralized receivables, net. Refer to Note 5, "Collateralized Receivables and Transfers of Financial Assets." for additional details.

			Year Ended
			December 31, 2023												December 31, 2022
Liabilities:			Secured Borrowing on Collateralized Receivables						Other Liabilities (Contingent Consideration)						Secured Borrowing on Collateralized Receivables						Other Liabilities (Contingent Consideration)
Level 3 beginning balance at December 31, 2023 and 2022			$	—					$	20.2					$	—					$	20.2
Realized losses			1.9			(1)			—						—						—
Purchases and issuances			54.5						—						—						—
Sales and settlements			( 0.6 )						—						—						—
Other adjustments			—						—						—						—
Level 3 ending balance at December 31, 2023 and 2022 (1)			$	55.8					$	20.2					$	—					$	20.2

(1) Realized losses are recorded within Other expense, net on the Consolidated Statements of Operations.

Although we have determined the estimated fair value amounts using available market information and commonly accepted valuation methodologies, considerable judgment is required in interpreting market data to develop fair value estimates. The fair value estimates are based on information available as of December 31, 2023. As such, our estimates of fair value could differ significantly from the actual carrying value.

17. Commitments and Contingencies

Legal Proceedings - Class Action Litigation

Since August 31, 2023, several putative class action complaints have been filed in the U.S. District Court for the Northern District of Illinois, Eastern Division, against Datacomp Appraisal Systems, Inc., us, and nine other large MH operators in the United States. The complaint alleges that the defendants have violated federal antitrust laws by sharing and receiving competitively sensitive non-public information to maintain artificially high site rents. The complaints have been consolidated into the case captioned In re Manufactured Home Lot Rents Antitrust Litigation, No. 1:23-cv-06715.

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Plaintiffs seek both injunctive relief and monetary damages, as well as attorneys' fees. We are unable to estimate a range of loss, if any, that could result were there to be an adverse final decision in this litigation. If an unfavorable result were to occur, it is possible that the impact could be material to our results of operations in the periods in which any such outcome becomes probable and estimable.

We believe that the plaintiffs' allegations are without merit and intend to defend against them vigorously. However, litigation is inherently uncertain and there can be no assurance regarding the likelihood that our defense of this litigation will be successful.

Other Legal Proceedings

We are involved in various other legal proceedings arising in the ordinary course of business. All such other proceedings, taken together, are not expected to have a material adverse impact on our results of operations or financial condition.

Catastrophic Event-Related Charges

When Hurricane Ian made landfall on Florida's western coast in September 2022, the storm primarily affected three RV properties in the Fort Myers area, comprising approximately 2,500 sites. These properties sustained significant flooding and wind damage from the hurricane. At other affected MH and RV properties, most of the damage was limited to trees, roofs, fences, skirting and carports. At affected marina properties, seawalls, docks, buildings, and landscaping sustained wind and water damage.

We maintain property, casualty, flood and business interruption insurance for our community portfolio, subject to customary deductibles and limits.

Estimated property insurance recoveries, excluding business interruption recoveries, of $ 56.7 million related to Hurricane Ian were recorded in Notes and other receivables, net on the Consolidated Balance Sheets as of December 31, 2023. The table below sets forth changes in estimated property insurance recoveries, excluding business interruption recoveries (in millions):

						Year Ended December 31, 2023
Total estimated insurance receivable - December 31, 2022						$	54.9
Change in estimated property insurance recoveries						46.7
Proceeds received from insurer						( 44.9 )
Total estimated insurance receivable - December 31, 2023						$	56.7

Changes in estimated property insurance recoveries related to Hurricane Ian during the year ended December 31, 2023 were primarily the result of $ 51.5 million of incremental costs that exceeded the applicable deductible, net of a $ 4.8 million reduction due to a decrease in the estimated property impairment. The foregoing estimates are based on current information available, and we continue to assess these estimates. Actual charges and insurance recoveries could vary significantly from these estimates. Any changes to these estimates will be recognized in the period(s) in which they are determined.

We are actively working with our insurance providers on claims for business interruption recoveries. During the year ended December 31, 2023, we recognized $ 20.2 million, net of deductibles, for the lost earnings covering September 28, 2022, the date of the hurricane event, through August 31, 2023. These recoveries were included in Brokerage commissions and other, net on our Consolidated Statements of Operations during the year ended December 31, 2023. The related communities are under redevelopment. As such, we currently cannot estimate a date when operating results will be restored to pre-hurricane levels. Our business interruption insurance policy provides for up to 60 months of coverage from the date of restoration.

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18. Leases

Lessee Accounting

We lease land under non-cancelable operating leases at certain MH, RV and marina properties expiring at various dates through 2100. The majority of the leases have terms requiring fixed payments plus additional rents based on a percentage of revenues at those properties. We also have other operating leases, primarily office space and equipment expiring at various dates through 2042.

Future minimum lease payments under non-cancellable leases as of December 31, 2023 where we are the lessee include (in millions):

Maturity of Lease Liabilities						Finance Leases						Operating Leases						Total
2024						$	4.6					$	13.9					$	18.5
2025						0.5						13.8						14.3
2026						0.5						12.3						12.8
2027						0.5						10.3						10.8
2028						0.5						9.6						10.1
Thereafter						21.5						236.3						257.8
Total Lease Payments						$	28.1					$	296.2					$	324.3
Less: Imputed interest						( 13.8 )						( 136.7 )						( 150.5 )
Present Value of Lease Liabilities						$	14.3					$	159.5					$	173.8

Right-of-use ("ROU") assets and lease liabilities for finance and operating leases as included in our Consolidated Balance Sheets are as follows (in millions):

						Financial Statement Classification						As of
Description												December 31, 2023						December 31, 2022
Lease Assets
Finance lease, ROU asset, net of accumulated amortization						Investment property, net						$	32.6					$	32.2
Operating lease, ROU asset, net						Other assets, net						$	176.0					$	189.4
Below market operating leases, net						Other assets, net						$	95.0					$	90.9
Lease Liabilities
Finance lease liabilities						Other liabilities						$	14.3					$	15.0
Operating lease liabilities						Other liabilities						$	159.5					$	160.3

The components of lease costs for finance and operating leases, as included in our Consolidated Statements of Operations are as follows (in millions):

												Year Ended
Description						Financial Statement Classification						December 31, 2023						December 31, 2022						December 31, 2021
Finance Lease Cost
Amortization of ROU assets						Depreciation and amortization						$	1.6					$	2.7					$	—
Interest on lease liabilities						Interest expense						0.6						0.5						0.2
Operating lease cost						General and administrative expense, Property operating and maintenance, Depreciation and amortization						19.2						8.5						11.4
Operating lease impairment (1)						Other expense, net						—						4.0						—
Variable lease cost						Property operating and maintenance						8.7						3.0						6.8
Total Lease Cost												$	30.1					$	18.7					$	18.4

(1) Refer to Note 1, "Significant Accounting Policies," for additional details.

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Lease term, discount rates and additional information for finance and operating leases are as follows:

						As of
Lease Term and Discount Rate						December 31, 2023						December 31, 2022
Weighted-average Remaining Lease Terms (years)
Finance lease						36.63						37.87
Operating lease						27.71						33.97
Weighted-average Discount Rate
Finance lease						3.59		%				3.38		%
Operating lease						3.82		%				3.80		%

						Year Ended
Other Information (in millions)						December 31, 2023						December 31, 2022						December 31, 2021
Cash Paid for Amounts Included in the Measurement of Lease Liabilities
Operating cash outflows for operating leases						$	13.5					$	12.1					$	6.6
Financing cash outflows for finance leases						0.8						6.2						0.3
Total Cash Paid on Lease Liabilities						$	14.3					$	18.3					$	6.9

During the year ended December 31, 2022, we vacated certain of our leased spaces to better align with our needs and workplace strategies. As a result, we impaired the corresponding operating lease right of use assets, resulting in a charge of $ 4.0 million recorded within Other expense, net within the Consolidated Statement of Operations.

Lessor Accounting

We are not the lessor for any finance leases at our MH, RV or marina properties as of December 31, 2023.

Nearly all of our operating leases with our residents and customers at our MH and RV properties where we are the lessor are either month to month or for a time period not to exceed one year. As of December 31, 2023, future minimum lease payments with our residents or customers would not exceed 12 months.

We do not have any operating leases with real estate operators at our MH properties. At our RV communities and marinas, future minimum lease payments under non-cancellable leases with real estate operators where we are the lessor include the following as of December 31, 2023 (in millions):

Maturity of Lease Payments						Operating Leases
2024						$	22.4
2025						15.9
2026						11.4
2027						7.4
2028						6.5
Thereafter						72.7
Total Undiscounted Cash Flows						$	136.3

The components of lease income for our operating leases, as included in our Consolidated Statement of Operations are as follows (in millions):

																		Year Ended
Description						Financial Statement Classification																		December 31, 2023						December 31, 2022						December 31, 2021
Operating Leases
Fixed lease income						Income from real property; Brokerage commissions and other revenue, net																		$	31.6					$	28.9					$	23.0
Variable lease income (1)						Income from real property; Brokerage commissions and other revenue, net																		$	5.2					$	2.9					$	5.7

(1) Consists of rent primarily based on a percentage of operating revenues beyond target thresholds.

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During the year ended December 31, 2021, we terminated our operating ground lease agreements at two properties and settled a contingent consideration earn-out provision in the amount of $ 17.2 million. As these properties were deemed asset acquisitions, the contingent consideration payment was recognized as an additional purchase price within Land improvements and buildings in the Consolidated Balance Sheets, and within Acquisition of properties, net of cash acquired, in the Consolidated Statement of Cash Flows.

In conjunction with the termination, we entered into management agreements with the previous operators to manage these properties effective January 1, 2022.

During the year ended December 31, 2021, we terminated our operating ground lease agreement at one property and settled a contingent consideration earnout provision in the amount of $ 20.1 million. The initial contingent consideration liability of $ 9.8 million was recognized at acquisition within Investment property in the Consolidated Balance Sheets, and within financing in the Consolidated Statement of Cash Flows. As this property was deemed a business combination, incremental contingent consideration expense of $ 10.3 million was recognized within Other expense, net in the Consolidated Statement of Operations and within Operating in the Consolidated Statement of Cash Flows. In conjunction with the termination, we entered into a management agreement with the previous operator to manage the property effective January 1, 2022.

Failed Sale Leaseback

In connection with our acquisition of Park Holidays, we assumed ground lease arrangements for 34 UK properties that we concluded to be failed sale-leaseback transactions under ASC Topic 842, " Leases ." The arrangements have maturities ranging from 2117 through 2197 with an option to repurchase for £ 1.00 at the end of the term. The obligation related to the underlying ground leases has been recorded as a financial liability in Other Liabilities on the Consolidated Balance Sheets. The financial liability was $ 359.7 million and $ 339.7 million as of December 31, 2023 and December 31, 2022, respectively. The following table presents the future minimum rental payments for this financial liability as of December 31, 2023 (in millions):

Maturity of Financial Liability (in millions)						December 31, 2023
2024						$	11.4
2025						12.0
2026						12.1
2027						12.2
2028						12.1
Thereafter						1,757.2
Total Payments						$	1,817.0
Less: Imputed interest						( 1,457.3 )
Present Value of Financial Liability						$	359.7

19. Related Party Transactions

Lease of Executive Offices - Gary A. Shiffman, together with certain of his family members, indirectly owns an equity interest of approximately 28.1 % in American Center LLC, the entity from which we lease office space for our principal executive offices. Each of Brian M. Hermelin, Ronald A. Klein and Arthur A. Weiss indirectly owns less than one percent interest in American Center LLC. Mr. Shiffman is our Chairman of the Board, President and Chief Executive Officer. Each of Mr. Hermelin, Mr. Klein and Mr. Weiss is a director of the Company. Under this agreement, we lease approximately 60,261 rentable square feet of permanent space. The lease agreement includes annual graduated rent increases through the initial end date of October 31, 2026. As of December 31, 2023, the average gross base rent was $ 20.95 per square foot. Each of Mr. Shiffman, Mr. Hermelin, Mr. Klein and Mr. Weiss may have a conflict of interest with respect to his obligations as our officer and / or director and his ownership interest in American Center LLC.

Use of Airplane - Gary A. Shiffman is the beneficial owner of an airplane that we use from time to time for business purposes. During the years ended December 31, 2023, 2022 and 2021, we paid $ 0.5 million, $ 0.7 million and $ 0.7 million for the use of the airplane, respectively. Mr. Shiffman may have a conflict of interest with respect to his obligations as our officer and director and his ownership interest in the airplane.

Telephone Services - Brian M. Hermelin is a principal and a beneficial owner of an entity that installs and maintains emergency telephone systems at our properties. During the years ended December 31, 2023, 2022 and 2021, we paid $ 0.3 million, $ 0.2 million and $ 0.2 million for these services, respectively. Mr. Hermelin may have a conflict of interest with respect to his obligations as our director and his position with and ownership interest in the provider of these services.

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Legal Counsel - Arthur A. Weiss is a partner at Taft Stettinius & Hollister LLP (formerly Jaffe, Raitt, Heuer, & Weiss, Professional Corporation) which acts as our general counsel and represents us in various matters. We incurred legal fees and expenses owed to this law firm of approximately $ 7.9 million, $ 9.7 million and $ 10.3 million during the years ended December 31, 2023, 2022 and 2021, respectively.

Tax Consequences Upon Sale of Properties - Gary A. Shiffman holds limited partnership interests in the Operating Partnership which were received in connection with the contribution of properties from partnerships previously affiliated with him. Prior to any redemption of these limited partnership interests for our common stock, Mr. Shiffman will have tax consequences different from those on us and our public shareholders upon the sale of any of these partnerships. Therefore, we and Mr. Shiffman may have different objectives regarding the appropriate pricing and timing of any sale of those properties.

20. Recent Accounting Pronouncements

Recent Accounting Pronouncements - Adopted

In March 2020, the FASB issued ASU 2020-04, " Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting ," which provides optional guidance for accounting for contracts, hedging relationships and other transactions affected by the reference rate reform, if certain criteria are met. The provisions of this standard were available for election through December 31, 2022. In December 2022, the FASB issued ASU 2022-06, " Reference Rate Reform (Topic 848) - Deferral of the Sunset Date of Topic 848 ," which defers the sunset date for Topic 848 from December 31, 2022 to December 31, 2024, after which entities will no longer be permitted to apply the relief in Topic 848. As of December 31, 2023, all of our debt and derivative instruments have been converted from LIBOR to alternative reference rates. The adoption of this ASU did not have a material impact on our Consolidated Financial Statements as the majority of our debt has fixed interest rates.

Recent Accounting Pronouncements - Not Yet Adopted

In October 2023, the FASB issued ASU 2023-06, " Disclosure Improvements: Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative ," which adds interim and annual disclosure requirements to the US GAAP codification at the request of the SEC. The new guidance is intended to align GAAP requirements with those of the SEC and to facilitate the application of GAAP for all entities. These disclosure requirements are currently included in either SEC Regulation S-X or SEC Regulation S-K. The effective date for each amendment will be the date on which the SEC's removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective. Early adoption is prohibited and the amendments should be applied prospectively. If the SEC has not removed the applicable requirement from Regulation S-X or Regulation S-K by June 30, 2027, the amendments will be removed from the US GAAP codification and will not be effective.

In November 2023, the FASB issued ASU 2023-07, " Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ," which enhances disclosure of significant segment expenses that are regularly provided to the chief operating decision maker to assess segment performance, including each reported measure of segment profit or loss, an amount and description of the composition for other segment items to reconcile to segment profit or loss, interim disclosures of a reportable segment's profit or loss and assets, and the title and position of our chief operating decision maker. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and the amendments should be applied prospectively. We are currently evaluating the provisions of this amendment and the impact on our Consolidated Financial Statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09, " Income Taxes (Topic 740): Improvements to Income Tax Disclosures ," which requires disclosure of specific categories in the effective tax rate reconciliation as well as provide additional information for reconciling items that meet a quantitative threshold. Further, this amendment requires certain disclosure of income taxes paid disaggregated by federal, state and foreign taxes, and the amount of income taxes paid disaggregated by individual jurisdiction in which income taxes paid meet a quantitative threshold. The new guidance is intended to enhance the transparency and decision usefulness of income tax disclosures. This ASU is effective for fiscal years beginning after December 15, 2024. Early adoption is permitted and the amendments should be applied prospectively. We are currently evaluating the provisions of this amendment and the impact on our Consolidated Financial Statements and related disclosures.

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21. Subsequent Events

Acquisitions

Subsequent to the year ended December 31, 2023, we acquired one land parcel located in the U.S. for a purchase price of $ 11.7 million.

Dispositions

In February 2024, we sold two MH and RV operating communities located in Florida and Arizona with 533 total developed sites for total cash consideration of $ 53.3 million and total gain on sale of approximately $ 6.3 million.

Notes Receivable from Real Estate Developers and Operators

Subsequent to the year ended December 31, 2023, we completed a receivership process related to the remaining three MH manufacturers in the UK. The receivers sold such assets for total consideration of $ 10.7 million, resulting in cash proceeds to the Company of $ 7.0 million, net of non-cash consideration and fees. The sale of these assets resulted in an incremental fair value remeasurement adjustment of $ 0.8 million.

Senior Unsecured Notes and Derivatives

In January 2024, the Operating Partnership issued $ 500.0 million of senior unsecured notes with an interest rate of 5.5 % and a five-year term, due January 15, 2029. Interest on the notes is payable semi-annually in arrears on January 15 and July 15 of each year, beginning on July 15, 2024. The net proceeds from the offering were $ 495.4 million, after deducting underwriters' discounts and estimated offering expenses. We used the majority of the net proceeds to repay borrowings outstanding under our Senior Credit Facility.

In connection with the note issuance, we settled seven forward swap contracts totaling $ 255.0 million and made a net settlement payment of $ 2.3 million to several counterparties. As of the settlement date, the net accumulated loss is included in AOCI and is being reclassified into earnings as an increase to interest expense on a straight-line basis over the five-year term of the hedged transaction.

In February 2024, we entered into an interest rate swap contract to hedge variable rate borrowings of $ 25.0 million.

Legal Settlement

In January 2024, we were awarded two mixed use parking garages at one of our marina properties located in Florida, as part of a legal settlement. As a result, we recorded $ 10.4 million of building and land and recognized the related gain.

We have evaluated our Consolidated Financial Statements for subsequent events through the date that this Form 10-K was issued.

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22. Quarterly Financial Data (Unaudited and Restated)

Restatement of Prior Quarterly 2023 Financial Statements (Unaudited)

During the course of preparation and review of our financial statements for the year end December 31, 2023, it was determined that we did not identify certain factors indicative of triggering events relevant to the valuation of the UK reporting unit, including reduced financial projections and increased interest rates when preparing our previously issued unaudited interim consolidated financial statements (collectively, the "Interim Financial Statements") as of and for the period ended March 31, 2023, as of and for the period ended June 30, 2023, and as of and for the period ended September 30, 2023 (collectively, the "Interim Periods"), included in our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2023, June 30, 2023 and September 30, 2023, respectively. Management undertook a full review of the valuations and determined that as of each of March 31, 2023, June 30, 2023 and September 30, 2023 we should have recognized non-cash impairments to goodwill for the UK reporting unit within our MH segment.

Pursuant to SEC Staff Accounting Bulletin ("SAB") No. 99, Materiality, and SAB No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements, we evaluated these misstatements, and based on an analysis of quantitative and qualitative factors, determined that the impact of misstatements related to goodwill impairments was material to our Interim Periods. Accordingly, we have restated the unaudited consolidated financial statements for the Interim Periods and have included that restated unaudited financial information within this Annual Report. Restatement of amounts in previously filed Interim Financial Statements are reflected below.

We are providing restated quarterly unaudited consolidated financial information for the interim periods ended March 31, 2023, June 30, 2023 and September 30, 2023. These adjustments have no impact to cash flows from operating activities as goodwill impairment is a non-cash adjustment to reconcile net income / (loss) to cash provided by operating activities.

The restated Consolidated Balance Sheet line items for the first through third quarters of 2023 were as follows:

						As of March 31, 2023
						As Previously Reported						Adjustments						As Restated
Goodwill						$	1,092.6					$	( 15.7 )					$	1,076.9
Total assets						$	17,363.8					$	( 15.7 )					$	17,348.1
Other liabilities (1)						$	940.1					$	( 0.1 )					$	940.0
Total liabilities (1)						$	9,294.8					$	( 0.1 )					$	9,294.7
Temporary equity						$	298.9					$	( 0.1 )					$	298.8
Accumulated other comprehensive income						$	7.7					$	( 0.3 )					$	7.4
Distributions in excess of accumulated earnings						$	( 1,875.0 )					$	( 14.8 )					$	( 1,889.8 )
Total SUI shareholder's equity						$	7,690.3					$	( 15.1 )					$	7,675.2
Common and preferred OP units						$	79.8					$	( 0.4 )					$	79.4
Total noncontrolling interests						$	79.8					$	( 0.4 )					$	79.4
Total shareholder's equity						$	7,770.1					$	( 15.5 )					$	7,754.6
Total liabilities, temporary equity and shareholder's equity						$	17,363.8					$	( 15.7 )					$	17,348.1

(1) Adjustments due to rounding effects.

						As of June 30, 2023
						As Previously Reported						Adjustments						As Restated
Goodwill						$	1,104.2					$	( 326.5 )					$	777.7
Total assets						$	17,561.4					$	( 326.5 )					$	17,234.9
Other liabilities (1)						$	958.3					$	( 0.1 )					$	958.2
Total liabilities (1)						$	9,474.8					$	( 0.1 )					$	9,474.7
Temporary equity						$	298.1					$	( 4.1 )					$	294.0
Accumulated other comprehensive income						$	37.6					$	( 1.4 )					$	36.2
Distributions in excess of accumulated earnings						$	( 1,898.2 )					$	( 312.2 )					$	( 2,210.4 )
Total SUI shareholder's equity						$	7,708.1					$	( 313.6 )					$	7,394.5
Common and preferred OP units						$	80.4					$	( 8.7 )					$	71.7
Total noncontrolling interests						$	80.4					$	( 8.7 )					$	71.7
Total shareholder's equity						$	7,788.5					$	( 322.3 )					$	7,466.2
Total liabilities, temporary equity and shareholder's equity						$	17,561.4					$	( 326.5 )					$	17,234.9

(1) Adjustments due to rounding effects.

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						As of September 30, 2023
						As Previously Reported						Adjustments						As Restated
Goodwill						$	1,084.1					$	( 358.7 )					$	725.4
Total assets						$	17,605.3					$	( 358.7 )					$	17,246.6
Other liabilities (1)						$	928.9					$	( 0.1 )					$	928.8
Total liabilities (1)						$	9,465.0					$	( 0.1 )					$	9,464.9
Temporary equity						$	304.5					$	( 4.7 )					$	299.8
Accumulated other comprehensive income						$	5.2					$	11.2					$	16.4
Distributions in excess of accumulated earnings						$	( 1,848.2 )					$	( 355.2 )					$	( 2,203.4 )
Total SUI shareholder's equity						$	7,739.8					$	( 344.0 )					$	7,395.8
Common and preferred OP units						$	96.0					$	( 9.9 )					$	86.1
Total noncontrolling interests						$	96.0					$	( 9.9 )					$	86.1
Total shareholder's equity						$	7,835.8					$	( 353.9 )					$	7,481.9
Total liabilities, temporary equity and shareholder's equity						$	17,605.3					$	( 358.7 )					$	17,246.6

(1) Adjustments due to rounding effects.

The restated line items of the Consolidated Statements of Operations and Comprehensive Income / (Loss) for the first through third quarters of 2023 are as follows:

			Three Months Ended March 31, 2023
			As Previously Reported						Adjustments						As Restated
Goodwill impairment			$	—					$	15.4					$	15.4
Total expenses			$	653.2					$	15.4					$	668.6
Loss before other items			$	( 2.0 )					$	( 15.4 )					$	( 17.4 )
Net loss			$	( 32.9 )					$	( 15.4 )					$	( 48.3 )
Loss attributable to noncontrolling interests			$	( 5.2 )					$	( 0.6 )					$	( 5.8 )
Net loss attributable to SUI common shareholders			$	( 30.1 )					$	( 14.8 )					$	( 44.9 )
Basic loss per share			$	( 0.24 )					$	( 0.12 )					$	( 0.36 )
Diluted loss per share			$	( 0.24 )					$	( 0.12 )					$	( 0.36 )

			Three Months Ended March 31, 2023
			As Previously Reported						Adjustments						As Restated
Net loss			$	( 32.9 )					$	( 15.4 )					$	( 48.3 )
Foreign currency translation gain arising during period			$	17.2					$	( 0.3 )					$	16.9
Net foreign currency translation gain			$	29.1					$	( 0.3 )					$	28.8
Total Comprehensive Loss			$	( 14.7 )					$	( 15.7 )					$	( 30.4 )
Less: Comprehensive loss attributable to noncontrolling interests			$	4.6					$	0.6					$	5.2
Comprehensive loss attributable to SUI			$	( 10.1 )					$	( 15.1 )					$	( 25.2 )

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			Three Months Ended June 30, 2023																		Six Months Ended June 30, 2023
			As Previously Reported						Adjustments						As Restated						As Previously Reported						Adjustments						As Restated
Goodwill impairment			$	—					$	309.7					$	309.7					$	—					$	325.1					$	325.1
Total expenses			$	774.6					$	309.7					$	1,084.3					$	1,427.8					$	325.1					$	1,752.9
Income / (loss) before other items			$	88.9					$	( 309.7 )					$	( 220.8 )					$	86.9					$	( 325.1 )					$	( 238.2 )
Net income / (loss)			$	97.5					$	( 309.7 )					$	( 212.2 )					$	64.6					$	( 325.1 )					$	( 260.5 )
Preferred return to preferred OP units / equity interests (1)			$	3.3					$	( 0.1 )					$	3.2					$	5.7					$	( 0.1 )					$	5.6
Income / (loss) attributable to noncontrolling interests			$	4.4					$	( 12.2 )					$	( 7.8 )					$	( 0.8 )					$	( 12.8 )					$	( 13.6 )
Net income / (loss) attributable to SUI common shareholders			$	89.8					$	( 297.4 )					$	( 207.6 )					$	59.7					$	( 312.2 )					$	( 252.5 )
Weighted average common shares outstanding - diluted			123.4						2.7						126.1						123.4						2.8						126.2
Basic earnings / (loss) per share			$	0.72					$	( 2.39 )					$	( 1.67 )					$	0.48					$	( 2.51 )					$	( 2.03 )
Diluted earnings / (loss) per share			$	0.72					$	( 2.40 )					$	( 1.68 )					$	0.48					$	( 2.52 )					$	( 2.04 )

(1) Adjustments due to rounding effects.

			Three Months Ended June 30, 2023																		Six Months Ended June 30, 2023
			As Previously Reported						Adjustments						As Restated						As Previously Reported						Adjustments						As Restated
Net income / (loss)			$	97.5					$	( 309.7 )					$	( 212.2 )					$	64.6					$	( 325.1 )					$	( 260.5 )
Foreign currency translation gain arising during period			$	15.4					$	( 1.1 )					$	14.3					$	32.6					$	( 1.4 )					$	31.2
Net foreign currency translation gain			$	15.4					$	( 1.1 )					$	14.3					44.5						$	( 1.4 )					43.1
Total comprehensive income / (loss)			$	128.7					$	( 310.8 )					$	( 182.1 )					$	114.0					$	( 326.5 )					$	( 212.5 )
Less: Comprehensive (income) / loss attributable to noncontrolling interests			$	( 5.7 )					$	12.2					$	6.5					$	( 1.1 )					$	12.8					$	11.7
Comprehensive income / (loss) attributable to SUI			$	123.0					$	( 298.6 )					$	( 175.6 )					$	112.9					$	( 313.7 )					$	( 200.8 )

			Three Months Ended September 30, 2023																		Nine Months Ended September 30, 2023
			As Previously Reported						Adjustments						As Restated						As Previously Reported						Adjustments						As Restated
Goodwill impairment			$	—					$	44.8					$	44.8					$	—					$	369.9					$	369.9
Total expenses			$	795.8					$	44.8					$	840.6					$	2,223.6					$	369.9					$	2,593.5
Income / (loss) before other items			$	187.4					$	( 44.8 )					$	142.6					$	274.3					$	( 369.9 )					$	( 95.6 )
Net income / (loss)			$	180.4					$	( 44.8 )					$	135.6					$	245.0					$	( 369.9 )					$	( 124.9 )
Preferred return to preferred OP units / equity interests (1)			$	3.3					$	0.1					$	3.4					$	9.0					$	—					$	9.0
Income / (loss) attributable to noncontrolling interests			$	14.0					$	( 1.9 )					$	12.1					$	13.2					$	( 14.7 )					$	( 1.5 )
Net income / (loss) attributable to SUI common shareholders			$	163.1					$	( 43.0 )					$	120.1					$	222.8					$	( 355.2 )					$	( 132.4 )
Weighted average common shares outstanding - diluted			123.5						—						123.5						123.4						0.4						123.8
Basic earnings / (loss) per share			$	1.31					$	( 0.34 )					$	0.97					$	1.79					$	( 2.85 )					$	( 1.06 )
Diluted earnings / (loss) per share			$	1.31					$	( 0.34 )					$	0.97					$	1.79					$	( 2.86 )					$	( 1.07 )

(1) Adjustments due to rounding effects.

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			Three Months Ended September 30, 2023																		Nine Months Ended September 30, 2023
			As Previously Reported						Adjustments						As Restated						As Previously Reported						Adjustments						As Restated
Net income / (loss)			$	180.4					$	( 44.8 )					$	135.6					$	245.0					$	( 369.9 )					$	( 124.9 )
Foreign currency translation gain / (loss) arising during period			$	( 25.5 )					$	12.6					$	( 12.9 )					$	7.1					$	11.2					$	18.3
Net foreign currency translation gain / (loss)			$	( 25.5 )					$	12.6					$	( 12.9 )					19.0						$	11.2					30.2
Total comprehensive income / (loss)			$	146.7					$	( 32.2 )					$	114.5					$	260.7					$	( 358.7 )					$	( 98.0 )
Less: Comprehensive (income) / loss attributable to noncontrolling interests			$	( 12.7 )					$	1.9					$	( 10.8 )					$	( 13.8 )					$	14.7					$	0.9
Comprehensive income / (loss) attributable to SUI			$	134.0					$	( 30.3 )					$	103.7					$	246.9					$	( 344.0 )					$	( 97.1 )

The restated line items for the Consolidated Statements of Shareholders' Equity for the first through third quarters of 2023 are as follows:

						As of March 31, 2023
						As Previously Reported						Adjustments						As Restated
Temporary equity						$	298.9					$	( 0.1 )					$	298.8
Accumulated other comprehensive income						$	7.7					$	( 0.3 )					$	7.4
Distributions in excess of accumulated earnings						$	( 1,875.0 )					$	( 14.8 )					$	( 1,889.8 )
Noncontrolling interests						$	79.8					$	( 0.4 )					$	79.4
Total shareholders' equity						$	7,770.1					$	( 15.5 )					$	7,754.6
Total equity						$	8,069.0					$	( 15.6 )					$	8,053.4
						As of June 30, 2023
						As Previously Reported						Adjustments						As Restated
Temporary equity						$	298.1					$	( 4.1 )					$	294.0
Accumulated other comprehensive income						$	37.6					$	( 1.4 )					$	36.2
Distributions in excess of accumulated earnings						$	( 1,898.2 )					$	( 312.2 )					$	( 2,210.4 )
Noncontrolling interests						$	80.4					$	( 8.7 )					$	71.7
Total shareholders' equity						$	7,788.5					$	( 322.3 )					$	7,466.2
Total equity						$	8,086.6					$	( 326.4 )					$	7,760.2
						As of September 30, 2023
						As Previously Reported						Adjustments						As Restated
Temporary equity						$	304.5					$	( 4.7 )					$	299.8
Accumulated other comprehensive income						$	5.2					$	11.2					$	16.4
Distributions in excess of accumulated earnings						$	( 1,848.2 )					$	( 355.2 )					$	( 2,203.4 )
Noncontrolling interests						$	96.0					$	( 9.9 )					$	86.1
Total shareholders' equity						$	7,835.8					$	( 353.9 )					$	7,481.9
Total equity						$	8,140.3					$	( 358.6 )					$	7,781.7

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The following is a condensed summary of our unaudited quarterly results for the years ended December 31, 2023 and 2022 (in millions, except per share data):

			2023 Quarters																								2022 Quarters
			March 31, 2023						June 30, 2023						September 30, 2023						December 31, 2023						March 31, 2022						June 30, 2022						September 30, 2022						December 31, 2022
			As Restated						As Restated						As Restated
Total Revenues			$	651.2					$	863.5					$	983.2					$	726.7					$	548.5					$	814.3					$	932.6					$	674.3
Total Expenses			668.6						1,084.3						840.6						740.9						523.0						707.7						763.1						667.5
Income / (Loss) Before Other Items			$	( 17.4 )					$	( 220.8 )					$	142.6					$	( 14.2 )					$	25.5					$	106.6					$	169.5					$	6.8
Net Income / (Loss)			$	( 48.3 )					$	( 212.2 )					$	135.6					$	( 84.2 )					$	1.5					$	81.3					$	177.0					$	4.0
Net Income / (Loss) Attributable to SUI Common Shareholders			$	( 44.9 )					$	( 207.6 )					$	120.1					$	( 80.9 )					$	0.7					$	74.0					$	162.6					$	4.7
Earnings per share (1)
Basic earnings / (loss) per share			$	( 0.36 )					$	( 1.67 )					$	0.97					$	( 0.65 )					$	0.01					$	0.61					$	1.32					$	0.04
Diluted earnings / (loss) per share			$	( 0.36 )					$	( 1.68 )					$	0.97					$	( 0.65 )					$	0.01					$	0.61					$	1.32					$	0.04

(1) Earnings per share for the year may not equal the sum of the quarters' earnings per share due to changes in basic and diluted shares outstanding.

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The following tables set forth real estate and accumulated depreciation relating to our MH and RV properties.

																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
47 North (2)(5)						Cle Elum, WA												$	—					$	19.7					$	—					$	6.8					$	10.2					$	26.5					$	10.2					$	36.7					$	( 0.1 )					2021						(C)
49'er Village (8)						Plymouth, CA												—						2.2						10.7						—						3.3						2.2						14.0						16.2						( 3.5 )						2017						(A)
Academy / West Point						Canton, MI												38.0						1.5						14.3						—						12.2						1.5						26.5						28.0						( 15.8 )						2000						(A)
Allendale Meadows						Allendale, MI												27.3						0.4						3.7						—						7.7						0.4						11.4						11.8						( 8.0 )						1996						(A)
Alpine Meadows						Grand Rapids, MI												—						0.7						6.7						—						10.3						0.7						17.0						17.7						( 10.9 )						1996						(A&C)
Alta Laguna						Rancho Cucamonga, CA												37.5						23.7						21.1						—						1.9						23.7						23.0						46.7						( 6.0 )						2016						(A)
Andover						Grass Lake, MI												—						2.1						11.2												1.1						2.1						12.3						14.4						( 1.0 )						2021						(A)
Apple Carr Village						Muskegon, MI												—						0.8						6.2						0.3						28.7						1.1						34.9						36.0						( 10.2 )						2011						(A&C)
Apple Creek						Amelia, OH												6.9						0.5						5.5						—						4.6						0.5						10.1						10.6						( 5.9 )						1999						(A)
Arbor Terrace (8)						Bradenton, FL												22.1						0.4						4.4						—						7.7						0.4						12.1						12.5						( 6.7 )						1996						(A)
Arbor Woods						Ypsilanti, MI												—						3.3						12.4						—						11.9						3.3						24.3						27.6						( 7.8 )						2017						(A)
Ariana Village						Lakeland, FL												10.9						0.2						2.2						—						2.6						0.2						4.8						5.0						( 2.7 )						1994						(A)
Augusta Village						Augusta, ME												—						0.8						3.1						—						0.8						0.8						3.9						4.7						( 0.4 )						2020						(A)
Austin Lone Star (8)						Austin, TX												—						0.6						7.9						—						2.3						0.6						10.2						10.8						( 2.6 )						2016						(A)
Autumn Ridge						Ankeny, IA												22.5						0.8						8.1						—						8.8						0.8						16.9						17.7						( 10.4 )						1996						(A)
Bahia Vista Estates						Sarasota, FL												—						6.8						17.7						—						3.5						6.8						21.2						28.0						( 5.3 )						2016						(A)
Baker Acres (8)						Zephyrhills, FL												11.0						2.1						11.9						( 0.1 )			(3)			4.0						2.0						15.9						17.9						( 3.9 )						2016						(A)
Beechwood						Killingworth, CT												—						7.9						18.4						—						1.9						7.9						20.3						28.2						( 3.0 )						2019						(A)
Bear Lake Development Land (5)						Garden City, UT												—						6.1						—						—						4.4						6.1						4.4						10.5						—						2022						(C)
Bel Air Estates						Menifee, CA												—						4.3						14.4						—						0.9						4.3						15.3						19.6						( 0.8 )						2022						(A)
Bell Crossing						Clarksville, TN												8.6						0.7						1.9						—						6.6						0.7						8.5						9.2						( 5.7 )						1999						(A&C)
Big Tree (8)						Arcadia, FL												—						1.2						13.5						0.1						3.3						1.3						16.8						18.1						( 4.4 )						2016						(A)
Birch Hill Estates						Bangor, ME												—						2.0						29.5						—						1.4						2.0						30.9						32.9						( 3.7 )						2020						(A)
Blue Heron Pines						Punta Gorda, FL												16.5						0.4						35.3						—						7.0						0.4						42.3						42.7						( 11.7 )						2015						(A&C)
Blue Jay (8)						Dade City, FL												—						2.0						9.7						—						2.7						2.0						12.4						14.4						( 3.0 )						2016						(A)
Blue Star (7)						Apache Junction, AZ												2.3						5.1						12.7						( 4.1 )			(7)			( 9.3 )						1.0						3.4						4.4						( 0.8 )						2014						(A)
Blueberry Hill						Bushnell, FL												17.3						3.8						3.2						—						4.4						3.8						7.6						11.4						( 3.0 )						2012						(A)
Bluebonnet Lake (5)						Austin, TX												—						8.5						—						—						3.9						8.5						3.9						12.4						—						2021						(C)
Boulder Ridge						Pflugerville, TX												24.4						1.0						0.5						3.3						59.8						4.3						60.3						64.6						( 22.7 )						1998						(C)
Branch Creek						Austin, TX												21.4						0.8						3.7						—						8.5						0.8						12.2						13.0						( 7.8 )						1995						(A&C)
Brentwood Estates						Hudson, FL												5.3						1.1						9.4						0.1						2.1						1.2						11.5						12.7						( 3.4 )						2015						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Brentwood Village						Kentwood, MI												9.4						0.4						3.6						( 0.1 )			(3)			2.1						0.3						5.7						6.0						( 3.8 )						1996						(A)
Brentwood West						Mesa, AZ												26.7						13.6						24.2						—						1.4						13.6						25.6						39.2						( 8.4 )						2014						(A)
Broadview Estates						Davison, MI												—						0.7						6.1						—						26.0						0.7						32.1						32.8						( 17.1 )						1996						(A&C)
Brook Ridge						Hooksett, NH												—						1.0						6.0						—						0.4						1.0						6.4						7.4						( 1.0 )						2019						(A)
Brookside Manor						Goshen, IN												—						0.3						1.1						0.3						21.0						0.6						22.1						22.7						( 12.7 )						1985						(A&C)
Brookside Village						Kentwood, MI												6.0						0.2						5.6						—						0.7						0.2						6.3						6.5						( 2.4 )						2011						(A)
Buena Vista						Buckeye, AZ												—						9.2						14.4						—						6.1						9.2						20.5						29.7						( 3.1 )						2019						(A)
Buttonwood Bay (8)						Sebring, FL												27.8						1.9						18.3						0.1						10.0						2.0						28.3						30.3						( 18.1 )						2001						(A)
Byron Center						Byron Center, MI												—						0.3						2.4						—						2.3						0.3						4.7						5.0						( 2.9 )						1996						(A)
Caliente Sands						Cathedral City, CA												—						1.9						6.7						—						0.7						1.9						7.4						9.3						( 1.6 )						2017						(A)
Camelot Villa						Macomb, MI												43.2						0.9						21.2						—						16.0						0.9						37.2						38.1						( 13.0 )						2013						(A)
Candlelight Manor						South Daytona, FL												—						3.1						3.9						—						2.8						3.1						6.7						9.8						( 1.8 )						2016						(A)
Cape May Crossing						Cape May, NJ												—						0.3						1.7						—						0.5						0.3						2.2						2.5						( 0.6 )						2016						(A)
Carriage Cove						Sanford, FL												15.3						6.1						21.2						—						2.5						6.1						23.7						29.8						( 7.4 )						2014						(A)
Carrington Pointe						Fort Wayne, IN												23.6						1.1						3.6						—						25.0						1.1						28.6						29.7						( 12.7 )						1997						(A&C)
Cave Creek						Evans, CO												22.5						2.2						15.3						—						9.6						2.2						24.9						27.1						( 13.2 )						2004						(C)
Cedar Springs						Southington, CT												—						2.9						10.3						—						0.7						2.9						11.0						13.9						( 1.7 )						2019						(A)
Central Park (8)						Haines City, FL												—						2.6						10.4						—						6.3						2.6						16.7						19.3						( 4.0 )						2016						(A)
Charlevoix Estates						Charlevoix, MI												—						0.4						12.0						—						1.1						0.4						13.1						13.5						( 1.1 )						2021						(A)
Cherrywood						Clinton, NY												—						0.7						9.6						( 0.2 )			(3)			3.3						0.5						12.9						13.4						( 1.7 )						2019						(A)
Chisholm Point						Pflugerville, TX												21.5						0.6						5.3						—						6.8						0.6						12.1						12.7						( 8.2 )						1995						(A&C)
Cider Mill Crossings						Fenton, MI												—						0.5						1.6						—						43.1						0.5						44.7						45.2						( 16.6 )						2011						(A&C)
Cider Mill Village						Middleville, MI												—						0.3						3.6						—						1.8						0.3						5.4						5.7						( 2.0 )						2011						(A)
Cisco Grove Campground & RV						Emigrant Gap, CA												—						1.7						4.8						( 0.1 )			(3)			9.2						1.6						14.0						15.6						( 0.5 )						2021						(A)
Citrus Hill (8)						Dade City, FL												—						1.2						2.4						—						2.7						1.2						5.1						6.3						( 1.1 )						2016						(A)
Clear Water						South Bend, IN												13.9						0.1						1.3						—						6.2						0.1						7.5						7.6						( 4.5 )						1986						(A)
Club Wildwood						Hudson, FL												20.6						14.2						21.3						—						3.0						14.2						24.3						38.5						( 5.9 )						2016						(A)
Coastal Estates						Hampstead, NC												—						3.3						6.5						( 0.1 )			(3)			11.5						3.2						18.0						21.2						( 1.4 )						2019						(A)
Cobus Green						Osceola, IN												—						0.8						7.0						—						8.9						0.8						15.9						16.7						( 10.9 )						1993						(A)
Colony in the Wood						Port Orange, FL												—						5.7						26.8						—						2.8						5.7						29.6						35.3						( 5.3 )						2017						(A&C)
Comal Farms						New Braunfels, TX												—						1.4						1.7						0.1						8.7						1.5						10.4						11.9						( 6.0 )						2000						(A&C)
Country Acres						Cadillac, MI												—						0.4						3.5						—						4.2						0.4						7.7						8.1						( 4.5 )						1996						(A)
Country Hills Village						Hudsonville, MI												—						0.3						3.9						—						—						0.3						3.9						4.2						( 1.4 )						2011						(A)
Country Lakes						Little River, SC												—						1.7						5.5						—						0.4						1.7						5.9						7.6						( 1.0 )						2019						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Country Meadows						Flat Rock, MI												50.0						0.9						7.6						0.3						23.0						1.2						30.6						31.8						( 20.1 )						1994						(A&C)
Country Meadows Village						Caledonia, MI												—						0.5						5.6						0.1						4.8						0.6						10.4						11.0						( 3.6 )						2011						(A&C)
Country Village Estates						Oregon City, OR												—						22.0						42.6						—						1.2						22.0						43.8						65.8						( 6.9 )						2019						(A)
Countryside Estates						Mckean, PA												6.1						0.3						11.6						—						4.2						0.3						15.8						16.1						( 4.8 )						2014						(A)
Countryside Village of Atlanta						Lawrenceville, GA												—						1.3						11.0						—						9.5						1.3						20.5						21.8						( 9.8 )						2004						(A&C)
Countryside Village of Gwinnett						Buford, GA												26.4						1.1						9.5						—						3.0						1.1						12.5						13.6						( 6.6 )						2004						(A)
Countryside Village of Lake Lanier						Buford, GA												24.7						1.9						16.4						—						5.8						1.9						22.2						24.1						( 12.9 )						2004						(A)
Coyote Ranch Resort						Wichita Falls, TX												—						—						12.6						0.5						6.4						0.5						19.0						19.5						( 1.3 )						2021						(A)
Creeks Crossing						Kyle, TX												—						3.5						—						—						42.9						3.5						42.9						46.4						( 2.3 )						2019						(C)
Creek Wood						Burton, MI												20.2						0.8						2.0						0.4						14.6						1.2						16.6						17.8						( 11.6 )						1997						(C)
Crestwood						Concord, NH												—						1.8						22.4						( 0.1 )			(3)			0.9						1.7						23.3						25.0						( 3.6 )						2019						(A)
Crossroads						Aiken, SC												—						0.8						3.7						—						10.3						0.8						14.0						14.8						( 3.9 )						2019						(A&C)
Cutler Estates						Grand Rapids, MI												12.9						0.7						6.9						—						4.8						0.7						11.7						12.4						( 7.7 )						1996						(A)
Cypress Greens						Lake Alfred, FL												6.9						1.0						17.5						—						2.8						1.0						20.3						21.3						( 5.7 )						2015						(A)
Deep Run						Cream Ridge, NJ												—						2.0						13.1						—						0.6						2.0						13.7						15.7						( 2.1 )						2019						(A)
Deerwood						Orlando, FL												35.3						6.9						37.6						—						4.7						6.9						42.3						49.2						( 12.2 )						2015						(A)
Desert Harbor						Apache Junction, AZ												10.3						3.9						14.9						—						0.7						3.9						15.6						19.5						( 5.0 )						2014						(A)
Dutton Mill Village						Caledonia, MI												—						0.3						9.0						—						2.2						0.3						11.2						11.5						( 4.3 )						2011						(A)
Eagle Crest						Firestone, CO												29.7						2.0						0.2						—						31.2						2.0						31.4						33.4						( 20.7 )						1998						(C)
East Fork Crossing						Batavia, OH												—						1.3						6.3						—						16.7						1.3						23.0						24.3						( 15.0 )						2000						(A&C)
East Village Estates						Washington Twp., MI												—						1.4						25.4						—						8.4						1.4						33.8						35.2						( 12.4 )						2012						(A)
Egelcraft						Muskegon, MI												17.7						0.7						22.6						—						4.1						0.7						26.7						27.4						( 8.7 )						2014						(A)
El Capitan Canyon (5)						Goleta, CA												—						57.8						6.8						—						14.8						57.8						21.6						79.4						( 2.0 )						2020						(A)
Ellenton Gardens (8)						Ellenton, FL												9.0						2.1						7.8						—						3.5						2.1						11.3						13.4						( 3.1 )						2016						(A)
Fairfield Village						Ocala, FL												—						1.2						18.7						—						1.2						1.2						19.9						21.1						( 5.7 )						2015						(A)
Farmwood Village						Dover, NH												—						1.2						12.3						—						0.7						1.2						13.0						14.2						( 2.0 )						2019						(A)
Fisherman's Cove						Flint Twp., MI												—						0.4						3.4						—						5.2						0.4						8.6						9.0						( 6.0 )						1993						(A)
Flamingo Lake (8)						Jacksonville, FL												—						4.5						31.9						—						1.9						4.5						33.8						38.3						( 4.4 )						2020						(A)
Fond du Lac East / Kettle Moraine KOA						Glenbeulah, WI												—						1.0						5.6						—						3.3						1.0						8.9						9.9						( 3.5 )						2013						(A)
Forest Hill						Southington, CT												—						5.1						10.8						—						1.8						5.1						12.6						17.7						( 1.9 )						2019						(A)
Forest Meadows						Philomath, OR												—						1.0						2.1						—						11.4						1.0						13.5						14.5						( 2.4 )						1999						(A)
Forest Springs						Grass Valley, CA												—						9.3						43.7						—						3.9						9.3						47.6						56.9						( 5.8 )						2020						(A)
Forest View						Homosassa, FL												—						1.3						22.1						—						0.9						1.3						23.0						24.3						( 6.7 )						2015						(A)
Fort Dupont (2)(5)						Delaware City, DE												—						1.9						—						0.9						—						2.8						—						2.8						—						2021						(C)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Four Seasons						Elkhart, IN												13.9						0.5						4.8						—						3.5						0.5						8.3						8.8						( 5.0 )						2000						(A)
Fox Run						Boyne City, MI												—						0.4						6.8						—						5.1						0.4						11.9						12.3						( 0.2 )						2023						(A)
Frenchtown Villa / Elizabeth Woods						Newport, MI												26.8						1.4						52.3						—						37.9						1.4						90.2						91.6						( 30.5 )						2014						(A&C)
Friendly Village of La Habra						La Habra, CA												45.0						27.0						25.2						—						1.8						27.0						27.0						54.0						( 7.2 )						2016						(A)
Friendly Village of Modesto						Modesto, CA												22.3						6.3						20.9						—						1.3						6.3						22.2						28.5						( 5.6 )						2016						(A)
Friendly Village of Simi						Simi Valley, CA												22.6						14.9						16.0						—						1.2						14.9						17.2						32.1						( 4.4 )						2016						(A)
Friendly Village of West Covina						West Covina, CA												16.7						14.5						5.2						—						1.2						14.5						6.4						20.9						( 1.7 )						2016						(A)
Glen Ellis Family Campground						Glen, NH												13.0						0.4						5.8						—						17.5						0.4						23.3						23.7						( 5.5 )						2019						(A)
Glen Haven (8)						Zephyrhills, FL												9.1						2.0						8.4						—						2.5						2.0						10.9						12.9						( 2.7 )						2016						(A)
Glen Laurel						Concord, NC												—						1.6						0.5						—						9.8						1.6						10.3						11.9						( 6.6 )						2001						(A&C)
Goldcoaster						Homestead, FL												—						0.4						4.2						0.2						5.9						0.6						10.1						10.7						( 6.4 )						1997						(A)
Grand Bay						Dunedin, FL												—						3.5						6.3						—						1.8						3.5						8.1						11.6						( 2.0 )						2016						(A)
Grand Village						Grand Rapids, MI												8.7						0.4						3.6						—						4.1						0.4						7.7						8.1						( 4.4 )						1996						(A)
Grove Beach						Westbrook, CT												—						1.2						10.2						—						0.4						1.2						10.6						11.8						( 1.6 )						2019						(A)
Grove Ridge (8)						Dade City, FL												6.6						1.3						5.4						—						3.3						1.3						8.7						10.0						( 2.1 )						2016						(A)
Gulfstream Harbor						Orlando, FL												82.6						14.5						78.9						—						5.9						14.5						84.8						99.3						( 24.3 )						2015						(A)
Hacienda Del Rio						Edgewater, FL												—						33.3						80.3						—						16.5						33.3						96.8						130.1						( 13.8 )						2019						(A)
Hamlin						Webberville, MI												9.7						0.1						1.7						0.6						13.8						0.7						15.5						16.2						( 9.4 )						1984						(A&C)
Hancock Heights (8)						Hancock, ME												—						0.7						9.4						—						0.1						0.7						9.5						10.2						( 1.2 )						2020						(A)
Hannah Village						Lebanon, NH												—						0.3						4.7						0.1						0.3						0.4						5.0						5.4						( 0.8 )						2019						(A)
Hemlocks						Tilton, NH												—						1.0						7.2						—						0.5						1.0						7.7						8.7						( 1.2 )						2019						(A)
Heritage						Temecula, CA												17.8						13.2						7.9						—						1.3						13.2						9.2						22.4						( 2.4 )						2016						(A)
Hickory Hills Village						Battle Creek, MI												—						0.8						7.7						—						2.9						0.8						10.6						11.4						( 4.0 )						2011						(A)
Hidden River (8)						Riverview, FL												—						4.0						6.4						—						10.5						4.0						16.9						20.9						( 3.2 )						2016						(A)
High Point Park						Frederica, DE												—						0.9						7.0						—						8.1						0.9						15.1						16.0						( 7.4 )						1997						(A)
Highland Greens Estates						Highland, MI												—						3.1						38.0						—						30.5						3.1						68.5						71.6						( 8.8 )						2020						(A)
Hillcrest						Uncasville, CT												—						10.6						9.6						0.1						1.6						10.7						11.2						21.9						( 1.8 )						2019						(A)
Holiday Park Estates						Bangor, ME												8.7						1.1						13.9						—						2.7						1.1						16.6						17.7						( 1.9 )						2020						(A)
Holiday West Village						Holland, MI												12.8						0.3						8.1						—						0.8						0.3						8.9						9.2						( 3.5 )						2011						(A)
Holly Forest						Holly Hill, FL												22.8						0.9						8.4						—						2.0						0.9						10.4						11.3						( 7.9 )						1997						(A)
Holly Village / Hawaiian Gardens						Holly, MI												18.0						1.5						13.6						—						10.9						1.5						24.5						26.0						( 12.1 )						2004						(A)
Horseshoe Cove RV Resort						Bradenton, FL												39.8						9.5						32.6						—						7.3						9.5						39.9						49.4						( 9.8 )						2016						(A)
Hospitality Creek Campground						Williamstown, NJ												—						—						15.6						0.8						4.6						0.8						20.2						21.0						( 1.7 )						2021						(A)
Hunters Crossing						Capac, MI												—						0.4						1.1						—						1.3						0.4						2.4						2.8						( 0.8 )						2012						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Hunters Glen						Wayland, MI												—						1.1						11.9						0.3						16.6						1.4						28.5						29.9						( 13.6 )						2004						(C)
Huntington Run						Kalamazoo, MI												—						0.6						11.7						—						1.7						0.6						13.4						14.0						( 1.1 )						2021						(A)
Hyde Park						Easton, MD												—						6.6						18.3						—						2.0						6.6						20.3						26.9						( 2.9 )						2019						(A)
Indian Creek RV Resort (8)(9)						Ft. Myers Beach, FL												—						3.8						34.7						—						( 13.6 )			(9)			3.8						21.1						24.9						( 8.6 )						1996						(A)
Indian Wells (8)						Indio, CA												—						2.9						19.5						—						7.1						2.9						26.6						29.5						( 6.6 )						2016						(A)
Island Lakes						Merritt Island, FL												20.7						0.7						6.4						—						1.6						0.7						8.0						8.7						( 6.4 )						1995						(A)
Jellystone Park™ Androscoggin Lake						North Monmouth, ME												3.4						0.5						4.1						0.1						5.7						0.6						9.8						10.4						( 0.9 )						2021						(A)
Jellystone Park™ at Barton Lake						Fremont, IN												—						—						—						4.7						30.1						4.7						30.1						34.8						( 4.0 )						2020						(A)
Jellystone Park™ at Birchwood Acres (8)						Greenfield Park, NY												—						0.5						5.5						0.1						11.2						0.6						16.7						17.3						( 6.4 )						2013						(A)
Jellystone Park™ of Chicago						Millbrook, IL												—						0.5						4.3						—						1.8						0.5						6.1						6.6						( 0.5 )						2021						(A)
Jellystone Park™ Chincoteague Island						Chincoteague, VA												—						5.7						13.8						—						18.6						5.7						32.4						38.1						( 4.1 )						2019						(A)
Jellystone Park™ at Delaware Beaches (2)(8)						Delaware City, DE												—						—						17.0						3.1						( 1.2 )						3.1						15.8						18.9						( 0.8 )						2022						(A)
Jellystone Park™ at Gardiner						Gardiner, NY												—						0.9						28.4						—						17.6						0.9						46.0						46.9						( 10.2 )						2018						(A)
Jellystone Park™ at Golden Valley						Bostic, NC												—						4.8						4.3						—						64.5						4.8						68.8						73.6						( 12.1 )						2018						(A&C)
Jellystone Park™ at Guadalupe River						Kerrville, TX												—						2.5						23.9						—						12.9						2.5						36.8						39.3						( 8.3 )						2018						(A)
Jellystone Park™ at Hill Country						Canyon Lake, TX												—						2.0						20.7						—						6.8						2.0						27.5						29.5						( 5.7 )						2018						(A)
Jellystone Park™ at Larkspur						Larkspur, CO												—						1.9						5.5						0.4						106.5						2.3						112.0						114.3						( 19.1 )						2016						(A&C)
Jellystone Park™ at Luray						East Luray, VA												—						3.2						29.6						—						9.4						3.2						39.0						42.2						( 8.3 )						2018						(A)
Jellystone Park™ at Mammoth Cave						Cave City, KY												—						—						32.5						2.3						1.1						2.3						33.6						35.9						( 3.5 )						2021						(A)
Jellystone Park™ at Maryland						Williamsport, MD												—						2.1						23.7						—						10.6						2.1						34.3						36.4						( 7.3 )						2018						(A)
Jellystone Park™ at Memphis						Horn Lake, MS												2.3						0.9						6.8						—						1.8						0.9						8.6						9.5						( 1.8 )						2018						(A)
Jellystone Park™ at Natural Bridge						Natural Bridge Station, VA												—						0.9						11.7						—						6.0						0.9						17.7						18.6						( 2.3 )						2020						(A)
Jellystone Park™ Petoskey						Petoskey, MI												—						0.2						8.7						0.7						10.8						0.9						19.5						20.4						( 3.3 )						2018						(A)
Jellystone Park™ at Quarryville						Quarryville, PA												—						3.9						33.8						—						10.0						3.9						43.8						47.7						( 9.4 )						2018						(A)
Jellystone Park™ at Tower Park (2)						Lodi, CA												—						2.6						29.8						—						36.1						2.6						65.9						68.5						( 11.9 )						2018						(A)
Jellystone Park™ of Western New York						North Java, NY												—						0.9						8.9						—						10.8						0.9						19.7						20.6						( 6.9 )						2013						(A)
Jetstream NASA (8)						Houston, TX												—						3.0						14.5						—						0.5						3.0						15.0						18.0						( 1.4 )						2021						(A)
Kensington Meadows						Lansing, MI												18.6						0.3						2.7						—						11.4						0.3						14.1						14.4						( 8.9 )						1995						(A&C)
Kimberly Estates						Newport, MI												—						1.3						6.2						—						15.0						1.3						21.2						22.5						( 7.1 )						2016						(A)
King's Court						Traverse City, MI												71.0						1.5						13.8						0.2						21.1						1.7						34.9						36.6						( 19.2 )						1996						(A&C)
King's Lake						DeBary, FL												16.1						0.3						2.5						—						3.4						0.3						5.9						6.2						( 4.4 )						1994						(A)
Kings Manor						Lakeland, FL												—						2.3						5.6						—						5.8						2.3						11.4						13.7						( 3.7 )						2016						(A)
Kings Pointe						Lake Alfred, FL												—						0.5						16.7						—						0.9						0.5						17.6						18.1						( 5.0 )						2015						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Kissimmee Gardens						Kissimmee, FL												—						3.3						14.4						—						2.0						3.3						16.4						19.7						( 4.3 )						2016						(A)
Kissimmee South (8)						Davenport, FL												—						3.7						6.8						—						6.6						3.7						13.4						17.1						( 3.3 )						2016						(A)
Kittatinny Campground & RV Resort						Barryville, NY												—						—						—						3.1						20.3						3.1						20.3						23.4						( 2.0 )						2020						(A)
Knollwood Estates						Allendale, MI												10.5						0.4						4.1						—						3.3						0.4						7.4						7.8						( 4.2 )						2001						(A)
La Casa Blanca						Apache Junction, AZ												—						4.4						14.1						—						0.8						4.4						14.9						19.3						( 4.8 )						2014						(A)
La Costa Village						Port Orange, FL												47.2						3.6						62.3						—						3.6						3.6						65.9						69.5						( 18.9 )						2015						(A)
Lafayette Place						Warren, MI												12.5						0.7						6.0						—						7.6						0.7						13.6						14.3						( 8.6 )						1998						(A)
Lake Juliana Landings						Auburndale, FL												—						0.3						3.0						—						2.4						0.3						5.4						5.7						( 4.0 )						1994						(A)
Lake Pointe Village						Mulberry, FL												16.8						0.5						29.8						—						1.0						0.5						30.8						31.3						( 8.7 )						2015						(A)
Lake San Marino RV Park						Naples, FL												30.2						0.7						5.7						—						6.1						0.7						11.8						12.5						( 7.1 )						1996						(A)
Lakefront						Lakeside, CA												33.8						21.6						17.4						—						1.5						21.6						18.9						40.5						( 4.9 )						2016						(A)
Lakeland (8)						Lakeland, FL												—						1.7						5.5						—						4.0						1.7						9.5						11.2						( 2.2 )						2016						(A)
Lakeshore Landings						Orlando, FL												11.8						2.6						19.5						—						2.3						2.6						21.8						24.4						( 6.9 )						2014						(A)
Lakeshore Villas						Tampa, FL												—						3.1						19.0						—						1.8						3.1						20.8						23.9						( 5.9 )						2015						(A)
Lakeside						Terryville, CT												—						1.3						3.4						—						0.3						1.3						3.7						5.0						( 0.6 )						2019						(A)
Lakeside Crossing						Conway, SC												11.3						3.5						31.6						—						22.0						3.5						53.6						57.1						( 12.4 )						2015						(A&C)
Lakeview						Ypsilanti, MI												—						1.2						10.9						—						10.1						1.2						21.0						22.2						( 11.2 )						2004						(A)
Lakeview CT						Danbury, CT												—						2.5						8.9						—						1.7						2.5						10.6						13.1						( 1.6 )						2019						(A)
Lakeview Estates (8)						Yucaipa, CA												—						—						—						4.1						22.1						4.1						22.1						26.2						( 2.7 )						2020						(A)
Lamplighter						Port Orange, FL												—						1.3						12.8						—						1.5						1.3						14.3						15.6						( 4.0 )						2015						(A)
Lantana Ranch (5)(8)						Brookshire, TX												—						33.1						1.3						0.6						1.2						33.7						2.5						36.2						—						2022						(A)
Laurel Heights						Uncasville, CT												—						1.7						0.7						—						0.3						1.7						1.0						2.7						( 0.1 )						2019						(A)
Lazy J Ranch						Arcata, CA												—						7.1						6.8						—						0.9						7.1						7.7						14.8						( 1.7 )						2017						(A)
Leaf Verde (8)						Buckeye, AZ												—						3.4						8.4						—						1.3						3.4						9.7						13.1						( 2.0 )						2018						(A)
Leisure Village						Belmont, MI												—						0.4						8.2						0.1						3.1						0.5						11.3						11.8						( 4.1 )						2011						(A)
Lemon Wood						Ventura, CA												23.4						19.5						6.9						—						1.5						19.5						8.4						27.9						( 2.2 )						2016						(A)
Liberty Farm						Valparaiso, IN												—						0.1						1.2						0.1						5.9						0.2						7.1						7.3						( 3.8 )						1985						(A&C)
Lincoln Estates						Holland, MI												—						0.5						4.2						—						1.8						0.5						6.0						6.5						( 4.3 )						1996						(A)
Lone Star Jellystone Park						Waller, TX												—						1.8						19.4						—						19.9						1.8						39.3						41.1						( 4.6 )						2020						(A)
Lost Dutchman						Apache Junction, AZ												3.5						—						—						4.1						16.6						4.1						16.6						20.7						( 4.8 )						2014						(A)
Majestic Oaks (8)						Zephyrhills, FL												9.2						3.9						4.7						0.1						2.5						4.0						7.2						11.2						( 2.0 )						2016						(A)
Maple Brook						Matteson, IL												38.7						8.5						48.8						—						0.8						8.5						49.6						58.1						( 16.0 )						2014						(A)
Maplewood Manor						Brunswick, ME												7.2						1.8						13.0						—						2.0						1.8						15.0						16.8						( 4.6 )						2014						(A)
Marco Naples (8)						Naples, FL												—						2.8						10.5						—						6.1						2.8						16.6						19.4						( 3.9 )						2016						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Marina Cove						Uncasville, CT												—						0.3						0.4						—						0.4						0.3						0.8						1.1						( 0.1 )						2019						(A)
Meadow Lake (8)						White Lake, MI												29.7						1.2						11.5						0.1						8.0						1.3						19.5						20.8						( 15.1 )						1994						(A)
Meadowbrook						Charlotte, NC												—						1.3						6.6						—						9.7						1.3						16.3						17.6						( 10.5 )						2000						(A&C)
Meadowbrook Estates						Monroe, MI												—						0.4						3.3						0.4						20.4						0.8						23.7						24.5						( 14.6 )						1986						(A)
Meadowbrook Village						Tampa, FL												10.6						0.5						4.7						—						1.6						0.5						6.3						6.8						( 5.3 )						1994						(A)
Meadowlands (8)						Gibraltar, MI												20.1						0.6						7.7						—						3.0						0.6						10.7						11.3						( 3.1 )						2015						(A)
Meadowstone						Hastings, MI												—						0.7						20.3						—						0.7						0.7						21.0						21.7						( 1.8 )						2021						(A)
Menifee Development (5)						Menifee, CA												—						2.3						—						—						18.6						2.3						18.6						20.9						—						2020						(C)
Merrymeeting						Brunswick, ME												—						0.3						1.0						—						0.9						0.3						1.9						2.2						( 0.6 )						2014						(A)
Mill Creek (8)						Kissimmee, FL												—						1.4						4.8						—						5.9						1.4						10.7						12.1						( 2.4 )						2016						(A)
Millwood						Uncasville, CT												—						2.4						—						—						3.3						2.4						3.3						5.7						( 0.2 )						2019						(A&C)
Moreno 66 Development (5)						Moreno Valley, CA												—						5.0						—						—						12.2						5.0						12.2						17.2						—						2021						(C)
Mountain View						Mesa, AZ												—						5.5						12.3						—						0.9						5.5						13.2						18.7						( 4.3 )						2014						(A)
Napa Valley						Napa, CA												27.0						17.7						11.7						—						1.2						17.7						12.9						30.6						( 3.4 )						2016						(A)
New England Village						Westbrook, CT												—						4.2						1.4						—						0.2						4.2						1.6						5.8						( 0.3 )						2019						(A)
North Lake (8)						Moore Haven, FL												—						4.2						3.5						—						1.9						4.2						5.4						9.6						( 2.2 )						2011						(A)
North Point Estates						Pueblo, CO												—						1.6						3.0						—						4.8						1.6						7.8						9.4						( 4.3 )						2001						(C)
Northville Crossing						Northville, MI												59.6						1.2						29.5						—						6.2						1.2						35.7						36.9						( 13.9 )						2012						(A)
Norway Commons						Norway, ME												—						—						15.9						0.7						0.8						0.7						16.7						17.4						( 0.8 )						2022						(A)
Oak Creek						Coarsegold, CA												—						4.8						11.2						—						2.7						4.8						13.9						18.7						( 4.5 )						2014						(A)
Oak Crest						Austin, TX												19.9						4.3						12.6						4.4						26.7						8.7						39.3						48.0						( 14.6 )						2002						(C)
Oak Grove						Plainville, CT												—						1.0						1.7						—						0.1						1.0						1.8						2.8						( 0.3 )						2019						(A)
Oak Island Village						East Lansing, MI												17.5						0.3						6.8						—						4.4						0.3						11.2						11.5						( 4.5 )						2011						(A)
Oak Ridge						Manteno, IL												27.8						1.1						36.9						—						5.5						1.1						42.4						43.5						( 14.0 )						2014						(A)
Oakview Estates						Arcadia, FL												—						0.9						3.9						—						1.9						0.9						5.8						6.7						( 1.4 )						2016						(A)
Oakwood Village						Miamisburg, OH												38.3						2.0						6.4						—						15.0						2.0						21.4						23.4						( 13.3 )						1998						(A&C)
Ocean Breeze Resort (8)						Jensen Beach, FL												—						19.0						13.9						—						40.5						19.0						54.4						73.4						( 11.0 )						2016						(A&C)
Ocean Breeze (6)(8)						Marathon, FL												—						2.3						1.8						—						6.6						2.3						8.4						10.7						( 1.1 )						2016						(A)
Ocean Pines						Garden City, SC												—						7.6						35.3						—						1.9						7.6						37.2						44.8						( 7.1 )						2019						(A)
Ocean View						Jensen Beach, FL												—						4.6						—						0.2						14.9						4.8						14.9						19.7						( 0.7 )						2020						(A)
Ocean West						McKinleyville, CA												4.3						5.0						4.4						0.4						1.2						5.4						5.6						11.0						( 1.1 )						2017						(A)
Orange City (8)						Orange City, FL												31.7						0.9						5.5						—						7.1						0.9						12.6						13.5						( 3.8 )						2011						(A)
Orange Tree Village						Orange City, FL												9.0						0.3						2.5						—						1.7						0.3						4.2						4.5						( 3.3 )						1994						(A)
Orchard Lake						Milford, OH												—						0.4						4.0						—						3.9						0.4						7.9						8.3						( 4.3 )						1999						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Paddock Park South						Ocala, FL												—						0.6						6.6						—						3.2						0.6						9.8						10.4						( 2.3 )						2016						(A)
Palm Creek Resort & Residences (8)						Casa Grande, AZ												88.7						11.8						76.1						—						29.6						11.8						105.7						117.5						( 43.6 )						2012						(A&C)
Palm Key Village						Davenport, FL												14.7						3.8						15.7						—						0.7						3.8						16.4						20.2						( 4.8 )						2015						(A)
Palm Village						Bradenton, FL												—						3.0						2.8						—						2.0						3.0						4.8						7.8						( 1.2 )						2016						(A)
Palos Verdes Shores MH & Golf Community (2)						San Pedro, CA												33.7						—						21.8						—						8.0						—						29.8						29.8						( 6.5 )						2016						(A)
Park Place						Sebastian, FL												—						1.4						48.7						0.1						4.8						1.5						53.5						55.0						( 14.9 )						2015						(A)
Park Royale						Pinellas Park, FL												13.9						0.7						29.0						—						1.0						0.7						30.0						30.7						( 8.6 )						2015						(A)
Parkside Village						Cheektowaga, NY												—						0.6						10.4						—						0.4						0.6						10.8						11.4						( 3.5 )						2014						(A)
Pearwood (8)						Pearland, TX												—						—						10.3						1.2						( 0.5 )						1.2						9.8						11.0						( 0.9 )						2021						(A)
Pebble Creek						Greenwood, IN												—						1.0						5.1						—						11.2						1.0						16.3						17.3						( 9.1 )						2000						(A&C)
Pecan Branch						Georgetown, TX												—						1.4						—						0.2						20.0						1.6						20.0						21.6						( 7.0 )						1999						(C)
Pecan Park (8)						Jacksonville, FL												—						2.0						5.0						1.4						12.9						3.4						17.9						21.3						( 3.6 )						2016						(A&C)
Pelican Bay						Micco, FL												5.8						0.5						10.5						—						2.3						0.5						12.8						13.3						( 3.6 )						2015						(A)
Pembroke Downs						Chino, CA												12.9						9.6						7.3						—						1.0						9.6						8.3						17.9						( 2.0 )						2016						(A)
Pheasant Ridge						Lancaster, PA												45.4						2.0						19.3						—						1.5						2.0						20.8						22.8						( 14.0 )						2002						(A)
Pine Acre Trails						Conroe, TX												—						15.6						16.7						—						17.8						15.6						34.5						50.1						( 1.3 )						2022						(A)
Pine Hills						Middlebury, IN												—						0.1						0.5						—						4.2						0.1						4.7						4.8						( 2.8 )						1980						(A)
Pine Ridge						Prince George, VA												10.7						0.4						2.4						—						25.1						0.4						27.5						27.9						( 11.1 )						1986						(A&C)
Pine Trace						Houston, TX												33.6						2.9						17.2						( 0.2 )			(3)			14.7						2.7						31.9						34.6						( 17.9 )						2004						(A&C)
Pinebrook Village						Kentwood, MI												—						0.1						5.7						—						2.7						0.1						8.4						8.5						( 3.1 )						2011						(A)
Pineview Estates						Flint, MI												—						1.9						57.4						—						40.5						1.9						97.9						99.8						( 9.6 )						2021						(A)
Pismo Dunes Resort (8)						Pismo Beach, CA												18.3						11.1						10.2						—						1.5						11.1						11.7						22.8						( 2.7 )						2017						(A)
Pleasant Beach Campground						Sherkston, ON												—						1.6						0.6						( 0.4 )			(1)			0.3						1.2						0.9						2.1						—						2021						(A)
Pleasant Lake RV Resort						Bradenton, FL												11.5						5.2						20.4						—						4.4						5.2						24.8						30.0						( 6.4 )						2016						(A)
Presidential Estates						Hudsonville, MI												28.9						0.7						6.3						—						6.5						0.7						12.8						13.5						( 7.7 )						1996						(A)
Rainbow (8)						Frostproof, FL												—						1.9						5.7						—						4.8						1.9						10.5						12.4						( 3.9 )						2012						(A)
Rainbow Village Largo (8)						Largo, FL												8.3						4.4						12.5						—						3.7						4.4						16.2						20.6						( 4.3 )						2016						(A)
Rainbow Village Zephyrhills (8)						Zephyrhills, FL												8.5						1.8						9.9						—						2.8						1.8						12.7						14.5						( 3.3 )						2016						(A)
Rancho Alipaz (2)						San Juan Capistrano, CA												11.9						—						2.9						16.2						0.9						16.2						3.8						20.0						( 1.0 )						2016						(A)
Rancho Caballero						Riverside, CA												21.4						16.6						12.4						—						1.8						16.6						14.2						30.8						( 3.5 )						2016						(A)
Rancho Mirage						Apache Junction, AZ												—						7.5						22.2						—						1.1						7.5						23.3						30.8						( 7.5 )						2014						(A)
Red Oaks (2)(8)						Bushnell, FL												—						5.2						20.5						—						8.2						5.2						28.7						33.9						( 7.3 )						2016						(A)
Regency Heights						Clearwater, FL												25.5						11.3						15.7						—						4.1						11.3						19.8						31.1						( 4.7 )						2016						(A)

---

																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Reserve at Fox Creek						Bullhead City, AZ												14.6						2.0						20.1						—						1.1						2.0						21.2						23.2						( 6.7 )						2014						(A)
Richmond Place						Richmond, MI												7.2						0.5						2.0						—						4.0						0.5						6.0						6.5						( 3.5 )						1998						(A)
River Beach Campsites & RV						Milford, PA												—						—						—						0.3						4.5						0.3						4.5						4.8						( 0.7 )						2020						(A)
River Haven (8)						Grand Haven, MI												—						1.8						16.9						—						17.8						1.8						34.7						36.5						( 19.8 )						2001						(A)
River Pines						Nashua, NH												—						2.7						37.8						—						1.0						2.7						38.8						41.5						( 6.0 )						2019						(A)
River Ranch						Austin, TX												—						4.7						0.8						0.2						38.3						4.9						39.1						44.0						( 15.0 )						2000						(A&C)
River Ridge						Saline, MI												—						1.0						26.9						—						0.9						1.0						27.8						28.8						( 2.4 )						2021						(A)
River Ridge Estates						Austin, TX												38.2						3.2						15.1						—						6.7						3.2						21.8						25.0						( 13.3 )						2002						(C)
Riverside Club						Ruskin, FL												36.7						1.6						66.2						—						18.7						1.6						84.9						86.5						( 21.7 )						2015						(A)
Riverside Drive Park						Augusta, ME												—						1.2						12.1						—						3.4						1.2						15.5						16.7						( 1.7 )						2020						(A)
Rolling Hills						Storrs, CT												—						4.0						3.7						—						5.1						4.0						8.8						12.8						( 0.9 )						2019						(A)
Roxbury Park						Goshen, IN												—						1.1						9.9						—						9.0						1.1						18.9						20.0						( 9.7 )						2001						(A)
Royal Country						Miami, FL												62.8						2.3						20.8						—						3.9						2.3						24.7						27.0						( 22.1 )						1994						(A)
Royal Palm Village						Haines City, FL												10.3						1.7						27.4						—						6.5						1.7						33.9						35.6						( 9.1 )						2015						(A)
Royal Palms (2)(8)						Cathedral City, CA												—						—						21.6						—						2.7						—						24.3						24.3						( 6.0 )						2016						(A)
Rudgate Clinton						Clinton Township, MI												—						1.1						23.7						—						12.7						1.1						36.4						37.5						( 13.8 )						2012						(A)
Rudgate Manor						Sterling Heights, MI												—						1.4						31.1						—						19.3						1.4						50.4						51.8						( 18.6 )						2012						(A)
Saddle Oak Club						Ocala, FL												18.3						0.7						6.7						—						1.2						0.7						7.9						8.6						( 6.6 )						1995						(A)
Saddlebrook						San Marcos, TX												—						1.7						11.8						—						25.0						1.7						36.8						38.5						( 17.1 )						2002						(C)
Sandy Lake (8)						Carrollton, TX												—						0.7						17.8						—						2.1						0.7						19.9						20.6						( 5.1 )						2016						(A)
Saralake Estates						Sarasota, FL												—						6.5						11.4						—						1.6						6.5						13.0						19.5						( 3.3 )						2016						(A)
Savanna Club						Port St. Lucie, FL												61.9						12.8						79.9						1.6						1.5						14.4						81.4						95.8						( 23.4 )						2015						(A&C)
Scio Farms						Ann Arbor, MI												51.5						2.3						22.7						—						16.8						2.3						39.5						41.8						( 27.9 )						1995						(A&C)
Sea Air Village						Rehoboth Beach, DE												—						1.2						10.2						0.4						3.7						1.6						13.9						15.5						( 8.6 )						1997						(A)
Serendipity						North Fort Myers, FL												—						1.2						23.5						( 0.3 )			(3)			4.7						0.9						28.2						29.1						( 7.7 )						2015						(A)
Settler's Rest (8)						Zephyrhills, FL												—						1.8						7.7						—						2.7						1.8						10.4						12.2						( 2.6 )						2016						(A)
Shadow Wood Village						Hudson, FL												—						4.5						3.9						0.8						16.2						5.3						20.1						25.4						( 3.0 )						2016						(A)
Shady Pines (8)						Galloway Township, NJ												—						1.1						3.8						—						1.7						1.1						5.5						6.6						( 1.4 )						2016						(A)
Shady Road Villas						Ocala, FL												—						0.5						2.8						—						5.1						0.5						7.9						8.4						( 1.9 )						2016						(A)
Sheffield Estates						Auburn Hills, MI												—						0.8						7.2						—						3.8						0.8						11.0						11.8						( 5.7 )						2006						(A)
Shelby Forest						Shelby Twp., MI												—						4.0						42.4						—						1.8						4.0						44.2						48.2						( 7.1 )						2019						(A)
Shelby West						Shelby Twp., MI												—						5.7						38.9						—						1.2						5.7						40.1						45.8						( 6.4 )						2019						(A)
Shell Creek (8)						Punta Gorda, FL												8.5						2.2						9.7						—						4.3						2.2						14.0						16.2						( 3.5 )						2016						(A)
Siesta Bay (8)(9)						Ft. Myers, FL												—						2.1						18.5						—						( 2.9 )			(9)			2.1						15.6						17.7						( 4.5 )						1996						(A)

---

																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Silver Springs						Clinton Township, MI												—						0.9						16.6						—						2.9						0.9						19.5						20.4						( 7.8 )						2012						(A)
Sky Harbor						Cheektowaga, NY												—						2.3						24.3						—						8.8						2.3						33.1						35.4						( 9.9 )						2014						(A)
Skyline						Fort Collins, CO												9.0						2.3						12.1						—						1.1						2.3						13.2						15.5						( 4.2 )						2014						(A)
Smith Creek Crossing						Granby, CO												—						1.4						—						—						54.8						1.4						54.8						56.2						( 5.8 )						2018						(C)
Southern Charm (8)						Zephyrhills, FL												10.7						4.9						17.4						—						3.7						4.9						21.1						26.0						( 5.7 )						2016						(A)
Southern Hills / Northridge Place						Stewartville, MN												6.9						0.4						12.7						—						12.7						0.4						25.4						25.8						( 8.4 )						2014						(A&C)
Southern Leisure RV Resort						Chiefland, FL												—						3.1						14.8						—						4.9						3.1						19.7						22.8						( 1.7 )						2021						(A)
Southern Palms						Ladson, SC												—						2.4						9.4						—						0.5						2.4						9.9						12.3						( 5.5 )						2019						(A)
Southport Springs Golf & Country Club						Zephyrhills, FL												31.9						15.1						17.2						—						5.3						15.1						22.5						37.6						( 6.4 )						2015						(A&C)
Southside Landing						Cambridge, MD												—						1.0						2.5						—						1.6						1.0						4.1						5.1						( 0.7 )						2019						(A)
Southwood Village						Grand Rapids, MI												—						0.3						11.5						—						3.4						0.3						14.9						15.2						( 5.3 )						2011						(A)
Spanish Main (8)						Thonotosassa, FL												—						2.4						8.1						—						6.4						2.4						14.5						16.9						( 3.4 )						2016						(A)
Spanish Trails West						Casa Grande, AZ												—						6.6						15.3						—						3.4						6.6						18.7						25.3						( 0.9 )						2022						(A)
St. Clair Place						St. Clair, MI												—						0.5						2.0						—						2.7						0.5						4.7						5.2						( 2.8 )						1998						(A)
Stonebridge (MI) (5)						Richfield Twp., MI												—						2.0						—						0.3						2.2						2.3						2.2						4.5						( 0.5 )						1998						(C)
Stonebridge (8)						San Antonio, TX												—						2.5						2.1						( 0.6 )			(3)			6.8						1.9						8.9						10.8						( 5.4 )						2000						(A&C)
Stonebrook						Homosassa, FL												—						0.7						14.1						—						1.0						0.7						15.1						15.8						( 4.3 )						2015						(A)
Stoneridge Villas (5)						Gardnerville, NV												—						5.3						—						—						1.0						5.3						1.0						6.3						—						2022						(A)
Strafford / Lake Winnipesaukee South KOA						Strafford, NH												—						—						—						0.3						9.4						0.3						9.4						9.7						( 1.1 )						2019						(A)
Summit Ridge						Converse, TX												—						2.6						2.1						( 0.9 )			(3)			17.6						1.7						19.7						21.4						( 10.8 )						2000						(A&C)
Sun Outdoors Arches Gateway						Moab, UT												—						3.7						8.7						—						2.9						3.7						11.6						15.3						( 2.4 )						2018						(A)
Sun Outdoors Association Island						Henderson, NY												—						1.7						14.7						—						5.9						1.7						20.6						22.3						( 1.9 )						2021						(A)
Sun Outdoors Bend (2)						Bend, OR												—						4.0						13.3						—						1.0						4.0						14.3						18.3						( 1.8 )						2020						(A)
Sun Outdoors Canyonlands Gateway						Moab, UT												—						6.3						8.4						—						0.8						6.3						9.2						15.5						( 1.9 )						2018						(A)
Sun Outdoors Cape Charles						Cape Charles, VA												—						19.1						38.7						—						9.0						19.1						47.7						66.8						( 4.4 )						2021						(A)
Sun Outdoors Cape May						Cape May, NJ												—						—						27.5						2.2						0.5						2.2						28.0						30.2						( 2.6 )						2021						(A)
Sun Outdoors Central Coast Wine Country (8)						Paso Robles, CA												—						1.7						11.5						—						4.5						1.7						16.0						17.7						( 5.9 )						2014						(A&C)
Sun Outdoors Chesapeake Bay (2)						Temperanceville, VA												—						2.3						8.8						—						3.5						2.3						12.3						14.6						( 1.1 )						2021						(A)
Sun Outdoors Coos Bay						Coos Bay, OR												—						2.7						3.2						—						2.4						2.7						5.6						8.3						( 1.2 )						2018						(A)
Sun Outdoors Chincoteague Bay (2)(5)						Chincoteague, VA												—						7.5						—						—						3.8						7.5						3.8						11.3						( 0.2 )						2021						(C)
Sun Outdoors Frontier Town						Berlin, MD												—						19.0						43.2						—						40.7						19.0						83.9						102.9						( 22.3 )						2015						(A)
Sun Outdoors Garden City Utah						Garden City, UT												—						2.1						7.9						—						1.7						2.1						9.6						11.7						( 0.9 )						2021						(A)
Sun Outdoors Gig Harbor						Gig Harbor, WA												—						3.4						11.9						—						1.0						3.4						12.9						16.3						( 1.6 )						2020						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Sun Outdoors Islamorada (6)						Islamorada, FL												—						10.5						7.0						2.3						33.6						12.8						40.6						53.4						( 0.9 )						2016						(A)
Sun Outdoors Kensington Valley						New Hudson, MI												—						—						20.1						2.9						0.9						2.9						21.0						23.9						( 1.8 )						2021						(A)
Sun Outdoors Key Largo						Key Largo, FL												—						2.4						1.0						—						3.0						2.4						4.0						6.4						( 1.0 )						2016						(A)
Sun Outdoors Lake Rudolph						Santa Claus, IN												—						2.3						28.1						—						15.2						2.3						43.3						45.6						( 18.0 )						2014						(A&C)
Sun Outdoors Lake Travis						Austin, TX												—						3.7						22.2						—						1.9						3.7						24.1						27.8						( 7.7 )						2015						(A)
Sun Outdoors Marathon						Marathon, FL												—						4.8						4.7						—						5.8						4.8						10.5						15.3						( 2.3 )						2016						(A)
Sun Outdoors Moab Downtown						Moab, UT												—						3.7						7.4						—						0.8						3.7						8.2						11.9						( 1.9 )						2018						(A)
Sun Outdoors Myrtle Beach (8)						Conway, SC																		5.9						—						0.7						105.9						6.6						105.9						112.5						( 18.8 )						2017						(A&C)
Sun Outdoors Mystic						Old Mystic, CT												—						0.1						0.3						—						2.7						0.1						3.0						3.1						( 1.6 )						2013						(A)
Sun Outdoors New Orleans North Shore						Ponchatoula, LA												—						7.7						16.1						—						11.7						7.7						27.8						35.5						( 4.4 )						2019						(A)
Sun Outdoors North Moab						Moab, UT												—						—						—						3.2						12.2						3.2						12.2						15.4						( 1.7 )						2019						(A)
Sun Outdoors Ocean City						Berlin, MD												—						14.3						22.3						—						9.2						14.3						31.5						45.8						( 11.1 )						2014						(A&C)
Sun Outdoors Ocean City Gateway						Whaleyville, MD												—						0.5						5.2						—						19.0						0.5						24.2						24.7						( 5.4 )						2015						(A)
Sun Outdoors Old Orchard Beach Downtown						Old Orchard Beach, ME												—						2.0						10.0						—						2.8						2.0						12.8						14.8						( 2.1 )						2019						(A)
Sun Outdoors Orange Beach						Orange Beach, AL												—						12.7						7.5						0.9						31.5						13.6						39.0						52.6						( 2.3 )						2019						(A)
Sun Outdoors Panama City Beach (2)						Panama City Beach, FL												14.1						10.3						9.1						—						3.3						10.3						12.4						22.7						( 2.6 )						2017						(A)
Sun Outdoors Paso Robles						Paso Robles, CA												—						1.4						—						—						44.6						1.4						44.6						46.0						( 10.6 )						2014						(C)
Sun Outdoors Petoskey Bay Harbor						Petoskey, MI												—						0.2						3.3						—						5.1						0.2						8.4						8.6						( 2.5 )						2016						(A)
Sun Outdoors Pigeon Forge (2)						Sevierville, TN												—						3.7						19.7						—						3.3						3.7						23.0						26.7						( 3.7 )						2019						(A)
Sun Outdoors Portland South (2)						Wilsonville, OR												—						—						19.0						9.3						( 8.6 )						9.3						10.4						19.7						( 1.0 )						2021						(A)
Sun Outdoors Rocky Mountains						Granby, CO												—						8.6						—						( 3.1 )			(3)			147.6						5.5						147.6						153.1						( 22.0 )						2018						(C)
Sun Outdoors Rehoboth Bay						Millsboro, DE												—						2.8						17.9						2.2						20.2						5.0						38.1						43.1						( 5.7 )						2019						(A)
Sun Outdoors Saco Old Orchard Beach						Saco, ME												—						0.8						3.6						—						6.1						0.8						9.7						10.5						( 3.7 )						2014						(A)
Sun Outdoors Salt Lake City						North Salt Lake, UT												—						3.4						4.6						—						2.4						3.4						7.0						10.4						( 1.6 )						2018						(A)
Sun Outdoors San Diego Bay (2)						San Diego, CA												—						—						—						—						70.4						—						70.4						70.4						( 8.9 )						2019						(A)
Sun Outdoors Santa Barbara						Goleta, CA												—						16.0						6.2						—						1.4						16.0						7.6						23.6						( 1.0 )						2020						(A)
Sun Outdoors Sarasota						Sarasota, FL												137.4						51.0						117.5						( 0.2 )			(3)			17.4						50.8						134.9						185.7						( 37.4 )						2016						(A)
Sun Outdoors St. Augustine						St. Augustine, FL												—						4.2						10.5						—						1.3						4.2						11.8						16.0						( 2.2 )						2018						(A)
Sun Outdoors Sugarloaf Key (2)						Summerland Key, FL												—						7.7						4.4						0.3						4.6						8.0						9.0						17.0						( 0.6 )						2021						(A)
Sun Outdoors Wells Beach (2)						Wells, ME												—						1.4						11.4						—						0.8						1.4						12.2						13.6						( 1.1 )						2021						(A)
Sun Outdoors Yellowstone North (2)						Gardiner, MT												—						—						12.5						5.6						( 5.3 )						5.6						7.2						12.8						( 0.7 )						2021						(A)
Sun Retreats Adirondack Gateway						Gansevoort, NY												—						0.6						2.0						—						2.4						0.6						4.4						5.0						( 1.2 )						2016						(A)
Sun Retreats Amherstburg						Amherstburg, ON												—						1.1						1.5						—						2.0						1.1						3.5						4.6						( 0.8 )						2016						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Sun Retreats Arran Lake						Allenford, ON												—						1.1						1.2						—						0.5						1.1						1.7						2.8						( 0.4 )						2016						(A)
Sun Retreats Avalon						Cape May Court House, NJ												—						0.6						21.3						—						5.5						0.6						26.8						27.4						( 9.3 )						2013						(A)
Sun Retreats Blue Mountains						Clarksburg, ON												—						0.4						0.7						—						0.9						0.4						1.6						2.0						( 0.3 )						2016						(A)
Sun Retreats Birch Bay						Blaine, WA												—						7.5						7.6						—						6.9						7.5						14.5						22.0						( 0.9 )						2021						(A)
Sun Retreats Cape Cod						East Falmouth, MA												—						3.7						10.8						—						1.2						3.7						12.0						15.7						( 2.2 )						2020						(A)
Sun Retreats Cape May Wildwood						Cape May, NJ												—						0.7						7.7						—						9.4						0.7						17.1						17.8						( 6.7 )						2013						(A)
Sun Retreats Cayuga						Cayuga, ON												—						1.0						4.2						( 0.1 )			(1)			3.3						0.9						7.5						8.4						( 1.8 )						2016						(A)
Sun Retreats Crystal River (8)						Crystal River, FL												—						0.4						5.5						0.2						7.1						0.6						12.6						13.2						( 3.5 )						2015						(A)
Sun Retreats Daytona Beach						Port Orange, FL												—						2.3						7.2						—						5.8						2.3						13.0						15.3						( 3.1 )						2016						(A)
Sun Retreats Dennis Port						Dennisport, MA												15.1						14.3						11.9						—						9.5						14.3						21.4						35.7						( 4.3 )						2016						(A)
Sun Retreats Dunedin						Dunedin, FL												9.2						4.4						16.9						—						3.3						4.4						20.2						24.6						( 5.4 )						2016						(A)
Sun Retreats Estero Bay (8)						Fort Myers, FL												—						4.9						20.6						—						2.7						4.9						23.3						28.2						( 2.9 )						2020						(A)
Sun Retreats Flamborough						Millgrove, ON												—						3.0						3.0						( 0.2 )			(1)			2.6						2.8						5.6						8.4						( 1.2 )						2016						(A)
Sun Retreats Fort Myers Beach (8)(9)						Ft. Myers, FL												—						0.2						2.4						—						5.6			(9)			0.2						8.0						8.2						( 0.6 )						1997						(A)
Sun Retreats Georgian Bay						Seguin, ON												—						3.7						3.7						( 0.2 )			(1)			0.9						3.5						4.6						8.1						( 1.2 )						2016						(A)
Sun Retreats Geneva on the Lake						Geneva on the Lake, OH												—						0.4						20.8						—						11.6						0.4						32.4						32.8						( 10.6 )						2013						(A&C)
Sun Retreats Gwynn's Island						Gwynn, VA												—						0.8						0.6						—						1.9						0.8						2.5						3.3						( 0.9 )						2013						(A)
Sun Retreats Gun Lake						Hopkins, MI												—						0.4						0.9						—						5.4						0.4						6.3						6.7						( 2.1 )						2011						(A)
Sun Retreats Hay Bay						Napanee, ON												—						0.9						2.1						—						2.4						0.9						4.5						5.4						( 1.1 )						2016						(A)
Sun Retreats Homosassa River (8)						Homosassa Springs, FL												—						1.5						5.0						—						3.8						1.5						8.8						10.3						( 2.1 )						2016						(A)
Sun Retreats Huntsville						Huntsville, ON												—						2.8						4.3						( 0.1 )			(1)			0.7						2.7						5.0						7.7						( 1.3 )						2016						(A)
Sun Retreats Ipperwash						Lambton Shores, ON												—						0.9						1.5						( 0.1 )			(1)			0.7						0.8						2.2						3.0						( 0.6 )						2016						(A)
SUN Retreats Lake Josephine (8)						Sebring, FL												—						0.5						2.8						—						3.8						0.5						6.6						7.1						( 1.1 )						2016						(A)
Sun Retreats Lancaster County						Narvon, PA												—						7.4						7.1						—						5.0						7.4						12.1						19.5						( 4.4 )						2012						(A)
Sun Retreats Long Beach Island						Barnegat, NJ												—						0.7						3.4						—						2.1						0.7						5.5						6.2						( 1.3 )						2016						(A)
Sun Retreats Nantahala						Sylva, NC												—						0.1						0.8						—						1.0						0.1						1.8						1.9						( 0.5 )						2016						(A)
Sun Retreats Naples (8)						Naples, FL												12.9						3.6						2.0						—						2.9						3.6						4.9						8.5						( 1.7 )						2011						(A)
Sun Retreats Naples East (8)						Naples, FL												—						5.8						5.0						—						3.4						5.8						8.4						14.2						( 3.7 )						2011						(A)
Sun Retreats New Point						New Point, VA												—						1.6						5.3						—						4.5						1.6						9.8						11.4						( 3.8 )						2013						(A)
Sun Retreats Ocala Orange Lake (8)						Citra, FL												—						5.3						4.5						0.1						7.2						5.4						11.7						17.1						( 4.3 )						2012						(A)
Sun Retreats Old Orchard Beach						Old Orchard Beach, ME												—						0.6						7.7						—						3.5						0.6						11.2						11.8						( 4.3 )						2013						(A)
Sun Retreats Orlando ChampionsGate						Davenport, FL												—						—						—						3.6						18.2						3.6						18.2						21.8						( 1.9 )						2020						(A)
Sun Retreats Penetanguishene						Tiny, ON												—						1.3						2.1						( 0.1 )			(1)			2.7						1.2						4.8						6.0						( 1.1 )						2016						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Sun Retreats Peters Pond						Sandwich, MA												—						4.7						22.8						—						4.2						4.7						27.0						31.7						( 10.6 )						2013						(A)
Sun Retreats Pleasant Acres Farm						Sussex, NJ												—						3.6						6.2						—						2.4						3.6						8.6						12.2						( 0.7 )						2021						(A)
Sun Retreats Rehoboth Bay						Millsboro, DE												—						3.6						41.3						—						2.3						3.6						43.6						47.2						( 6.6 )						2019						(A)
Sun Retreats Rock River						Hillsdale, IL												—						1.8						6.0						—						4.0						1.8						10.0						11.8						( 2.4 )						2017						(A)
Sun Retreats San Antonio West (8)						San Antonio, TX												—						0.8						6.2												2.2						0.8						8.4						9.2						( 3.5 )						2012						(A)
Sun Retreats Sandbanks						Cherry Valley, ON												—						0.6						1.3						—						1.5						0.6						2.8						3.4						( 0.5 )						2016						(A)
Sun Retreats Sea Isle						Clermont, NJ												28.8						1.5						29.9						—						4.5						1.5						34.4						35.9						( 11.6 )						2014						(A)
Sun Retreats Seashore						Cape May, NJ												13.4						1.0						23.2						—						3.8						1.0						27.0						28.0						( 9.4 )						2014						(A)
Sun Retreats Shenandoah Valley						Stuarts Draft, VA												—						—						—						1.9						19.5						1.9						19.5						21.4						( 2.4 )						2020						(A)
Sun Retreats Sherkston Shores						Sherkston, ON												—						22.8						97.2						( 0.6 )			(1)			42.8						22.2						140.0						162.2						( 31.5 )						2016						(A)
Sun Retreats Silver Lake						Mears, MI												—						0.6						7.0						—						1.6						0.6						8.6						9.2						( 1.9 )						2018						(C)
Sun Retreats Stratford						Bornholm, ON												—						1.7						2.2						( 0.1 )			(1)			0.7						1.6						2.9						4.5						( 0.7 )						2016						(A)
Sun Retreats Texas Hill Country (8)						New Braunfels, TX												—						3.8						27.2						—						4.5						3.8						31.7						35.5						( 9.0 )						2016						(A&C)
Sun Retreats Turkey Point						Normandale, ON												—						2.6						4.2						( 0.1 )			(1)			2.1						2.5						6.3						8.8						( 1.3 )						2016						(A)
Sun Retreats Wild Acres						Old Orchard Beach, ME												—						1.6						26.8						—						8.0						1.6						34.8						36.4						( 14.5 )						2013						(A)
Sun Retreats Willow Lake						Scotland, ON												—						1.2						2.3						—						1.3						1.2						3.6						4.8						( 0.8 )						2016						(A)
Sun Valley						Apache Junction, AZ												10.8						2.8						18.4						—						1.6						2.8						20.0						22.8						( 6.3 )						2014						(A)
Sun Villa Estates						Reno, NV												22.3						2.4						11.8						( 1.1 )			(3)			3.1						1.3						14.9						16.2						( 10.7 )						1998						(A)
Suncoast Gateway						Port Richey, FL												—						0.6						0.3						—						1.1						0.6						1.4						2.0						( 0.5 )						2016						(A)
Sundance						Zephyrhills, FL												—						0.9						25.3						—						1.3						0.9						26.6						27.5						( 7.7 )						2015						(A)
Sunlake Estates						Grand Island, FL												19.6						6.3						24.1						0.5						3.2						6.8						27.3						34.1						( 7.7 )						2015						(A)
Sunrise Estates						Banning, CA												—						5.5						17.2						—						0.6						5.5						17.8						23.3						( 1.0 )						2022						(A)
Sunset Beach RV Resort						Cape Charles, VA												—						3.8						24.0						—						3.6						3.8						27.6						31.4						( 6.5 )						2016						(A)
Sunset Harbor at Cow Key Marina						Key West, FL												—						8.6						7.6						—						1.8						8.6						9.4						18.0						( 2.3 )						2016						(A)
Sunset Ridge (8)						Portland, MI												—						2.0						—						—						43.1						2.0						43.1						45.1						( 15.7 )						1998						(C)
Sunset Ridge (TX)						Kyle, TX												—						2.2						2.8						—						37.2						2.2						40.0						42.2						( 7.4 )						2000						(A&C)
Swan Meadow Village						Dillon, CO												12.4						2.1						19.7						—						0.6						2.1						20.3						22.4						( 6.2 )						2014						(A)
Sweetwater (8)						Zephyrhills, FL												9.6						1.3						9.1						—						2.9						1.3						12.0						13.3						( 3.2 )						2016						(A)
Sycamore Village						Mason, MI												—						0.4						13.3						—						5.0						0.4						18.3						18.7						( 7.8 )						2011						(A)
Sylvan Crossing						Chelsea, MI												—						2.2						22.4						—						3.1						2.2						25.5						27.7						( 2.0 )						2021						(A)
Sylvan Glen Estates						Brighton, MI												—						2.7						22.7						—						4.1						2.7						26.8						29.5						( 2.3 )						2021						(A)
Tallowwood Isle						Coconut Creek, FL												—						13.8						20.8						0.2						2.9						14.0						23.7						37.7						( 5.7 )						2016						(A)
Tamarac Village (8)						Ludington, MI												17.7						0.4						12.0						—						3.5						0.4						15.5						15.9						( 5.9 )						2011						(A)
Tampa East (8)						Dover, FL												—						0.7						6.3						—						10.3						0.7						16.6						17.3						( 8.0 )						2005						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Tanglewood Village						Brownstown, MI												—						0.5						21.6						1.1						1.4						1.6						23.0						24.6						( 2.0 )						2021						(A)
The Colony (2)						Oxnard, CA												—						—						6.4						—						1.1						—						7.5						7.5						( 2.0 )						2016						(A)
The Foothills (5)						Fort Collins, CO												—						3.8						—						1.1						2.8						4.9						2.8						7.7						—						2021						(C)
The Grove at Alta Ridge						Thornton, CO												24.8						5.4						37.1						—						0.8						5.4						37.9						43.3						( 12.0 )						2014						(A)
The Hamptons Golf & Country Club						Auburndale, FL												63.8						15.9						67.6						—						5.7						15.9						73.3						89.2						( 21.0 )						2015						(A)
The Hideaway						Key West, FL												—						2.7						1.0						—						1.2						2.7						2.2						4.9						( 0.6 )						2016						(A)
The Hills						Apopka, FL												—						1.8						3.9						—						1.6						1.8						5.5						7.3						( 1.4 )						2016						(A)
The Landings at Lake Henry						Haines City, FL												10.9						3.1						31.0						—						3.1						3.1						34.1						37.2						( 9.8 )						2015						(A)
The Ridge						Davenport, FL												34.5						8.4						35.5						—						2.2						8.4						37.7						46.1						( 11.1 )						2015						(A)
The Valley						Apopka, FL												—						2.5						5.7						—						1.7						2.5						7.4						9.9						( 1.9 )						2016						(A)
The Villas at Calla Pointe						Cheektowaga, NY												—						0.4						11.0						—						0.2						0.4						11.2						11.6						( 3.6 )						2014						(A)
The Willows						Goshen, IN												—						0.7						15.8						—						2.4						0.7						18.2						18.9						( 1.5 )						2021						(A)
Themeworld (8)						Davenport, FL												—						2.9						24.1						—						4.6						2.9						28.7						31.6						( 2.5 )						2021						(A)
Three Gardens						Southington, CT												—						2.0						6.7						—						0.5						2.0						7.2						9.2						( 1.1 )						2019						(A)
Three Lakes						Hudson, FL												—						5.1						3.4						—						3.4						5.1						6.8						11.9						( 2.8 )						2012						(A)
Thunderhill Estates						Sturgeon Bay, WI												5.0						0.6						9.0						0.5						3.2						1.1						12.2						13.3						( 3.9 )						2014						(A)
Timber Ridge						Ft. Collins, CO												36.2						1.0						9.2						—						4.3						1.0						13.5						14.5						( 9.9 )						1996						(A)
Timberline Estates						Coopersville, MI												23.4						0.5						4.9						—						4.1						0.5						9.0						9.5						( 5.9 )						1994						(A)
Town & Country						Traverse City, MI												—						0.4						3.7						—						2.6						0.4						6.3						6.7						( 4.0 )						1996						(A)
Town & Country Village						Lisbon, ME												2.3						0.2						4.5						—						1.0						0.2						5.5						5.7						( 1.8 )						2014						(A)
Tranquility MHC						Bushnell, FL												—						1.3						—						—						1.0						1.3						1.0						2.3						( 0.1 )						2021						(C)
Traveler's World (8)						San Antonio, TX												—						0.8						8.0						—						1.9						0.8						9.9						10.7						( 2.5 )						2016						(A)
Treetops (8)						Arlington, TX												—						0.7						9.8						—						2.5						0.7						12.3						13.0						( 3.1 )						2016						(A)
Troy Villa						Troy, MI												—						5.6						16.5						—						4.4						5.6						20.9						26.5						( 2.6 )						2020						(A)
Vallecito						Newbury Park, CA												27.6						25.8						9.8						—						1.3						25.8						11.1						36.9						( 2.8 )						2016						(A)
Victor Villa						Victorville, CA												16.7						2.5						20.4						—						1.6						2.5						22.0						24.5						( 5.7 )						2016						(A)
Vines (8)						Paso Robles, CA												—						0.9						7.1						—						1.8						0.9						8.9						9.8						( 3.5 )						2013						(A)
Vista Del Lago						Scotts Valley, CA												23.9						17.8						9.5						—						1.7						17.8						11.2						29.0						( 2.8 )						2016						(A)
Vista Del Lago MH & RV Resort						Bradenton, FL												7.9						3.6						5.3						—						2.2						3.6						7.5						11.1						( 1.8 )						2016						(A)
Vizcaya Lakes						Port Charlotte, FL												—						0.7						4.2						0.6						1.3						1.3						5.5						6.8						( 1.4 )						2015						(A)
Walden Woods I (10)						Homosassa, FL												10.2						1.6						26.4						( 0.9 )						( 11.8 )						0.7						14.6						15.3						( 4.2 )						2015						(A)
Walden Woods II (10)						Homosassa, FL												—						—						—						0.8						13.9						0.8						13.9						14.7						( 4.0 )						2015						(A)
Warren Dunes Village						Bridgman, MI												—						0.3						3.4						1.2						11.0						1.5						14.4						15.9						( 5.0 )						2011						(A&C)
Water Oak Country Club Estates						Lady Lake, FL												72.9						2.8						16.7						3.1						74.7						5.9						91.4						97.3						( 31.2 )						1993						(A&C)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances (4)						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Waters Edge (8)						Zephyrhills, FL												6.4						1.2						5.5						—						3.1						1.2						8.6						9.8						( 2.3 )						2016						(A)
Waverly Shores Village						Holland, MI												13.3						0.3						7.3						0.5						5.7						0.8						13.0						13.8						( 4.3 )						2011						(A&C)
West Village Estates						Romulus, MI												—						0.9						19.8						—						4.1						0.9						23.9						24.8						( 9.3 )						2012						(A)
Westbrook Senior Village						Toledo, OH												5.4						0.4						3.3						—						0.7						0.4						4.0						4.4						( 2.8 )						2001						(A)
Westbrook Village						Toledo, OH												26.7						1.1						10.5						—						7.1						1.1						17.6						18.7						( 11.7 )						1999						(A)
Westside Ridge						Auburndale, FL												7.9						0.8						10.7						—						1.2						0.8						11.9						12.7						( 3.4 )						2015						(A)
Westward Shores Cottages & RV Resort						West Ossipee, NH												—						1.9						15.3						—						15.0						1.9						30.3						32.2						( 5.3 )						2018						(A)
White Lake						White Lake, MI												26.3						0.7						6.2						—						12.3						0.7						18.5						19.2						( 11.1 )						1997						(A&C)
Wildwood Community						Sandwich, IL												21.6						1.9						37.7						—						1.8						1.9						39.5						41.4						( 12.5 )						2014						(A)
Willow Crossing (8)						Fort Lupton, CO												—						5.1						—						—						41.4						5.1						41.4						46.5						( 0.3 )						2021						(C)
Willowbrook Place						Toledo, OH												20.0						0.8						7.1						—						8.2						0.8						15.3						16.1						( 9.1 )						1997						(A)
Windham Hills						Jackson, MI												—						2.7						2.4						—						19.4						2.7						21.8						24.5						( 12.5 )						1998						(A&C)
Windmill Village						Davenport, FL												42.6						7.6						36.3						—						1.6						7.6						37.9						45.5						( 10.9 )						2015						(A)
Windsor Woods Village						Wayland, MI												—						0.3						5.8						—						2.5						0.3						8.3						8.6						( 3.8 )						2011						(A)
Woodhaven Place						Woodhaven, MI												16.8						0.5						4.5						—						9.3						0.5						13.8						14.3						( 7.5 )						1998						(A)
Woodlake Trails						San Antonio, TX												—						1.1						0.3						—						21.6						1.1						21.9						23.0						( 8.6 )						2000						(A&C)
Woodland Park Estates						Eugene, OR												—						1.6						14.4						—						1.4						1.6						15.8						17.4						( 12.7 )						1998						(A)
Woodlands at Church Lake						Groveland, FL												—						2.5						9.1						—						7.4						2.5						16.5						19.0						( 3.9 )						2015						(A)
Woodside Terrace						Holland, OH												30.8						1.1						9.6						—						16.2						1.1						25.8						26.9						( 15.3 )						1997						(A)
Wymberly						Martinez, GA												—						3.1						14.5						—						9.9						3.1						24.4						27.5						( 2.9 )						2019						(A)
Yankee Village						Old Saybrook, CT												—						1.6						0.4						—						—						1.6						0.4						2.0						( 0.1 )						2019						(A)
																		$	3,495.7					$	1,686.3					$	6,114.8					$	99.3					$	3,819.7					$	1,785.6					$	9,934.5					$	11,720.1					$	( 2,833.7 )
Corporate Headquarters and Other Fixed Assets						Southfield, MI												—						0.5						0.5						1.1						199.2						1.6						199.7						201.3						( 51.5 )
																		$	3,495.7					$	1,686.8					$	6,115.3					$	100.4					$	4,018.9					$	1,787.2					$	10,134.2					$	11,921.4					$	( 2,885.2 )

(1) Gross amount carried at December 31, 2023, at our Canadian properties, reflects the impact of foreign currency translation.

(2) All or part of this property is subject to a ground lease.

(3) Gross amount carried at December 31, 2023 has decreased at this property due to a partial disposition of land or depreciable assets, as applicable.

(4) Balance outstanding represents total amount due at maturity and excludes any premiums or discounts and deferred financing costs.

(5) This property was not included in our community count as of December 31, 2023 as it was not fully developed.

(6) This property was impaired as a result of Hurricane Irma in September 2017.

(7) This property was split into two separate properties in 2021.

(8) This property had a name change during the year ended December 31, 2023.

(9) This property was impaired as a result of Hurricane Ian in October 2022.

(10) This property is one physical property but was split into two separate properties for encumbrance reporting purposes.

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The following tables set forth real estate and accumulated depreciation relating to our MH properties in the UK.

																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Alberta						Whitstable, Kent, England												$	—					$	23.5					$	2.3					$	0.9					$	0.5					$	24.4					$	2.8					$	27.2					$	( 0.3 )					2022						(A)
Amble Links						Amble, Northumberland, England												—						59.5						4.5						—						0.3						59.5						4.8						64.3						( 0.3 )						2022						(A)
Ashbourne Heights						Ashbourne, Derbyshire, England												—						7.0						2.4						—						0.5						7.0						2.9						9.9						( 0.2 )						2022						(A)
Beauport						Hastings, Sussex, England												—						72.9						5.1						—						0.7						72.9						5.8						78.7						( 0.3 )						2022						(A)
Birchington Vale (3)						Birchington, Kent, England												—						3.5						12.2						—						( 0.1 )						3.5						12.1						15.6						( 0.8 )						2022						(A)
Bodmin Holiday Park (formerly Cornwall)						Bodmin, Cornwall, England												—						6.9						6.6						—						2.7						6.9						9.3						16.2						( 0.1 )						2022						(A)
Bowland Fell						Skipton, Yorkshire, England												—						9.2						4.5						—						6.1						9.2						10.6						19.8						( 0.6 )						2022						(A)
Broadland Sands						Lowestoft, Suffolk, England												—						36.2						14.6						1.8						3.9						38.0						18.5						56.5						( 1.4 )						2022						(A)
Brynteg						Llanryg, Caernafon, Wales												—						24.9						6.8						—						1.9						24.9						8.7						33.6						( 0.4 )						2022						(A)
Burghead / Lossiemouth / Silver Sands						Burghead, Moray, Scotland												—						34.3						7.9						—						8.1						34.3						16.0						50.3						( 0.8 )						2022						(A)
Carlton Meres						Saxmundham, Suffolk, England												—						33.9						10.2						—						5.7						33.9						15.9						49.8						( 1.1 )						2022						(A)
Chantry						West Witton, Yorkshire, England												—						10.8						1.3						—						0.1						10.8						1.4						12.2						( 0.1 )						2022						(A)
Chichester Lakeside						Chichester, Sussex, England												—						71.1						9.3						—						6.4						71.1						15.7						86.8						( 0.9 )						2022						(A)
Coghurst Hall						Hastings, Sussex, England												—						47.4						7.0						—						( 0.4 )						47.4						6.6						54.0						( 0.7 )						2022						(A)
Dawlish Sands						Dawlish, Devon, England												—						10.2						3.9						—						0.1						10.2						4.0						14.2						( 0.5 )						2022						(A)
Dovercourt						Harwich, Essex, England												—						37.9						10.1						—						0.3						37.9						10.4						48.3						( 0.8 )						2022						(A)
Felixstowe Beach						Felixstowe, Suffolk, England												—						16.0						6.3						—						1.0						16.0						7.3						23.3						( 0.5 )						2022						(A)
Glendale						Wigton, Cumbria, England												—						18.0						12.0						0.1						3.4						18.1						15.4						33.5						( 0.6 )						2022						(A)
Golden Sands						Dawlish, Devon, England												—						34.4						8.2						—						4.9						34.4						13.1						47.5						( 1.4 )						2022						(A)
Harts						Isle of Sheppey, Kent, England												—						28.9						8.8						—						1.7						28.9						10.5						39.4						( 0.8 )						2022						(A)
Hedley Wood						Holsworthy, Devon, England												—						2.4						2.4						—						9.9						2.4						12.3						14.7						( 0.6 )						2022						(A)
Henfold (1)(2)(4)						Dorking, Surrey, England												—						108.1						—						( 108.1 )			(4)			89.2						—						89.2						89.2						—						2021						(A)
Hengar Manor						Bodmin, Cornwall, England												—						8.0						5.4						—						3.4						8.0						8.8						16.8						( 0.5 )						2022						(A)
Littondale						Skipton, Yorkshire, England												—						1.9						1.6						—						0.1						1.9						1.7						3.6						( 0.1 )						2022						(A)
Malvern View						Stanford Bishop, Worcester, England												—						17.4						9.0						—						2.6						17.4						11.6						29.0						( 0.5 )						2022						(A)
Marlie						Romney, Kent, England												—						40.9						8.2						—						1.1						40.9						9.3						50.2						( 0.8 )						2022						(A)
Martello Beach						Clacton on Sea, Essex, England												—						17.3						7.9						—						12.7						17.3						20.6						37.9						( 1.1 )						2022						(A)
New Beach						Dymchurch, Kent, England												—						52.5						9.7						—						3.2						52.5						12.9						65.4						( 1.0 )						2022						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Newhaven						Buxton, Derbyshire, England												—						—						7.3						1.7						( 1.1 )						1.70						6.2						7.9						( 0.2 )						2022						(A)
Oaklands						Clacton on Sea, Essex, England												—						20.4						1.9						—						0.6						20.4						2.5						22.9						( 0.1 )						2022						(A)
Old Kerrow (2)(4)						Llfracombe, Devon, England												—						—						28.0						—						—						—						28.0						28.0						—						2023						(A)
Oyster Bay						Truro, Cornwall, England												—						18.7						2.4						—						1.6						18.7						4.0						22.7						( 0.2 )						2022						(A)
Pakefield (3)						Pakefield, Suffolk, England												—						12.3						3.6						—						0.4						12.3						4.0						16.3						( 0.2 )						2022						(A)
Par Sands (3)						Par, Cornwall, England												—						—						5.6						—						0.5						—						6.1						6.1						( 0.3 )						2022						(A)
Pentire						Bude, Cornwall, England												—						17.2						3.5						—						1.8						17.2						5.3						22.5						( 0.4 )						2022						(A)
Pevensey Bay						Pevensey Bay, Sussex, England												—						44.1						6.1						—						4.0						44.1						10.1						54.2						( 0.8 )						2022						(A)
Plas Coch						Llanedwen, Anglesey, Wales												—						30.8						10.3						—						1.1						30.8						11.4						42.2						( 0.6 )						2022						(A)
Polperro						Looe, Cornwall, England												—						3.5						4.5						—						1.0						3.5						5.5						9.0						( 0.4 )						2022						(A)
Ribble Valley						Clitheroe, Lancashire, England												—						25.5						2.0						—						0.4						25.5						2.4						27.9						( 0.1 )						2022						(A)
Rye Harbour						Rye, Sussex, England												—						32.7						2.1						—						2.4						32.7						4.5						37.2						( 0.2 )						2022						(A)
Sand le Mere						Hull, Yorkshire, England												—						25.1						11.5						—						3.8						25.1						15.3						40.4						( 1.2 )						2022						(A)
Sandhills						Christchurch, Dorset, England												—						36.2						2.1						—						0.1						36.2						2.2						38.4						( 0.2 )						2022						(A)
Sandy Bay (1)(2)						Canvey Island, Essex, England												—						235.7						12.3						( 0.7 )			(1)			12.6						235.0						24.9						259.9						( 1.6 )						2022						(A)
Seaview						Whitstable, Kent, England												—						54.1						4.4						—						1.7						54.1						6.1						60.2						( 0.4 )						2022						(A)
Seawick						Clacton on Sea, Essex, England												—						29.7						9.6						—						0.5						29.7						10.1						39.8						( 0.4 )						2022						(A)
Solent Breezes						Fareham, Hampshire, England												—						30.4						3.0						—						0.6						30.4						3.6						34.0						( 0.2 )						2022						(A)
St. Osyth Beach						Clacton on Sea, Essex, England												—						35.5						6.1						—						1.1						35.5						7.2						42.7						( 0.6 )						2022						(A)
Steeple Bay						Sothminster, Essex, England												—						23.7						5.9						—						0.8						23.7						6.7						30.4						( 0.3 )						2022						(A)
Stowford (2)(4)						Llfracombe, Devon, England												—						—						145.4						—						—						—						145.4						145.4						—						2023						(A)
Suffolk Sands (3)						Felixstowe, Suffolk, England												—						—						0.6						1.9						2.2						1.9						2.8						4.7						( 0.2 )						2022						(A)
Tarka						Barnstaple, Devon, England												—						8.2						2.3						—						( 0.4 )						8.2						1.9						10.1						( 0.1 )						2022						(A)
Trevella (3)						Newquay, Cornwall, England												—						—						9.2						—						0.9						—						10.1						10.1						( 0.5 )						2022						(A)
Turnberry						Girvan, Ayrshire, Scotland												—						5.4						2.3						—						0.7						5.4						3.0						8.4						( 0.2 )						2022						(A)
Waterside (3)						Paignton, Devon, England												—						—						5.8						—						7.3						—						13.1						13.1						( 0.5 )						2022						(A)
West Mersea						West Mersea, Essex, England												—						19.9						2.8						—						0.2						19.9						3.0						22.9						( 0.2 )						2022						(A)
Winchelsea Sands						Winchelsea, Sussex, England												—						16.0						3.2						—						1.0						16.0						4.2						20.2						( 0.3 )						2022						(A)
Wood Farm						Charmouth, Dorset, England												—						11.9						3.8						—						1.4						11.9						5.2						17.1						( 0.3 )						2022						(A)
Yorkshire Dales						Leyburn, Yorkshire, England												—						9.9						1.0						—						0.2						9.9						1.2						11.1						( 0.1 )						2022						(A)
																		$	—					$	1,581.9					$	496.8					$	( 102.4 )					$	217.4					$	1,479.5					$	714.2					$	2,193.7					$	( 28.0 )

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
UK Headquarters and Other (3)						Sussex, England												—						0.6						12.7						2.6						18.8						3.2						31.5						34.7						( 7.4 )
																		$	—					$	1,582.5					$	509.5					$	( 99.8 )					$	236.2					$	1,482.7					$	745.7					$	2,228.4					$	( 35.4 )

(1) Gross amount carried at December 31, 2023 reflects the impact of foreign currency translation.

(2) This property was not included in our community count as of December 31, 2023 as it was not fully developed.

(3) All or part of this property is subject to a ground lease.

(4) These properties were reacquired in exchange for settlement of the related note receivable. Refer to Note 4, "Notes and Other Receivables," for additional information.

The following tables set forth real estate and accumulated depreciation relating to our Safe Harbor marinas.

																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Allen Harbor (3)						North Kingstown, RI												$	—					$	—					$	4.0					$	—					$	4.6					$	—					$	8.6					$	8.6					$	( 0.6 )					2021						(A)
Anacapa Isle (3)						Oxnard, CA												—						—						10.9						—						7.8						—						18.7						18.7						( 1.6 )						2020						(A)
Angler House						Islamorada, FL												—						3.5						2.5						—						0.6						3.5						3.1						6.6						( 0.6 )						2021						(A)
Annapolis						Annapolis, MD												—						12.5						12.4						—						3.5						12.5						15.9						28.4						( 1.9 )						2020						(A)
Aqua Yacht						Iuka, MS												—						1.2						15.8						—						2.0						1.2						17.8						19.0						( 4.0 )						2020						(A)
Aqualand (3)						Flowery Branch, GA												—						—						35.9						—						18.1						—						54.0						54.0						( 9.0 )						2020						(A)
Bahia Bleu						Thunderbolt, GA												—						2.4						8.1						—						1.3						2.4						9.4						11.8						( 1.6 )						2020						(A)
Ballena Isle						Alameda, CA												—						0.7						21.3						—						2.7						0.7						24.0						24.7						( 3.7 )						2020						(A)
Bayfront (3)						Chula Vista, CA												—						—						11.3						—						0.3						—						11.6						11.6						( 1.1 )						2022						(A)
Beaufort (3)						Beaufort, SC												—						—						1.8						—						0.5						—						2.3						2.3						( 0.6 )						2020						(A)
Beaver Creek (3)						Monticello, KY												—						—						10.8						—						1.2						—						12.0						12.0						( 1.7 )						2020						(A)
Belle Maer						Harrison Township, MI												—						4.1						14.6						—						0.9						4.1						15.5						19.6						( 3.3 )						2020						(A)
Bluewater						Hampton, VA												—						14.1						8.3						—						2.0						14.1						10.3						24.4						( 1.1 )						2022						(A)
Bohemia Vista						Chesapeake Bay, MD												—						1.3						1.3						—						1.7						1.3						3.0						4.3						( 0.8 )						2020						(A)
Brady Mountain (3)						Royal, AR												—						—						22.3						—						5.2						—						27.5						27.5						( 6.5 )						2020						(A)
Bristol						Charleston, SC												—						1.3						7.5						—						0.7						1.3						8.2						9.5						( 1.1 )						2020						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Bruce & Johnsons						Branford, CT												—						9.3						25.4						—						2.3						9.3						27.7						37.0						( 3.9 )						2020						(A)
Burnside (3)						Somerset, KY												—						—						11.8						—						0.8						—						12.6						12.6						( 2.4 )						2020						(A)
Burnt Store (5)						Punta Gorda, FL												—						17.6						16.5						0.1						13.4						17.7						29.9						47.6						( 3.5 )						2020						(A)
Cabrillo Isle (3)						San Diego, CA												—						—						37.7						—						2.0						—						39.7						39.7						( 3.3 )						2021						(A)
Calusa Island (5)						Goodland, FL												—						18.5						6.9						—						5.4						18.5						12.3						30.8						( 2.0 )						2020						(A)
Cape Harbour (5)						Cape Coral, FL												—						5.5						6.0						—						3.2						5.5						9.2						14.7						( 1.1 )						2020						(A)
Capri						Port Washington, NY												—						7.7						16.0						—						2.0						7.7						18.0						25.7						( 2.3 )						2020						(A)
Carroll Island						Baltimore, MD												—						1.2						1.6						—						3.0						1.2						4.6						5.8						( 1.5 )						2020						(A)
Charleston City (3)(7)						Charleston, SC												—						—						40.5						—						36.5						—						77.0						77.0						( 6.6 )						2020						(A)
City Boatyard						Charleston, SC												—						3.4						7.9						—						2.6						3.4						10.5						13.9						( 2.0 )						2020						(A)
Cove Haven						Barrington, RI												—						10.0						9.8						—						7.6						10.0						17.4						27.4						( 2.2 )						2020						(A)
Cowesett (6)						Warwick, RI												—						22.8						23.0						—						4.7						22.8						27.7						50.5						( 4.0 )						2020						(A)
Crystal Point						Point Pleasant, NJ												—						1.3						2.3						—						2.4						1.3						4.7						6.0						( 0.5 )						2020						(A)
Dauntless (1)						Essex, CT												—						4.2						18.7						—						3.3						4.2						22.0						26.2						( 2.8 )						2020						(A)
Dauntless Shipyard (1)						Essex, CT												—						—						—						—						—						—						—						—						—						2020						(A)
Deep River						Deep River, CT												—						4.7						5.0						—						1.2						4.7						6.2						10.9						( 1.2 )						2020						(A)
Detroit River						Detroit, MI												—						1.5						7.4						—						3.4						1.5						10.8						12.3						( 1.4 )						2021						(A)
Eagle Cove (3)						Byrdstown, TN												—						—						4.6						—						0.8						—						5.4						5.4						( 2.2 )						2020						(A)
Edgartown						Edgartown, MA												—						7.6						5.1						—						0.7						7.6						5.8						13.4						( 1.2 )						2021						(A)
Emerald Coast						Niceville, FL												—						2.6						5.8						—						2.4						2.6						8.2						10.8						( 1.3 )						2021						(A)
Emerald Point (3)						Austin, TX												—						—						18.1						—						5.7						—						23.8						23.8						( 6.0 )						2020						(A)
Emeryville (3)						Emeryville, CA												—						—						17.2						—						1.8						—						19.0						19.0						( 2.4 )						2020						(A)
Essex Island (1)						Essex, CT												—						—						—						—						—						—						—						—						—						2020						(A)
Ferry Point						Old Saybrook, CT												—						1.6						7.4						—						2.5						1.6						9.9						11.5						( 1.3 )						2020						(A)
Fiddler's Cove						North Falmouth, MA												—						13.7						11.9						—						1.5						13.7						13.4						27.1						( 1.7 )						2020						(A)
Gaines						Rouses Point, NY												—						0.4						2.7						—						0.9						0.4						3.6						4.0						( 1.3 )						2020						(A)
Glen Cove						Glen Cove, NY												—						8.2						16.9						—						3.4						8.2						20.3						28.5						( 2.9 )						2020						(A)
Grand Isle						Grand Haven, MI												—						6.0						5.2						—						6.9						6.0						12.1						18.1						( 2.6 )						2020						(A)
Great Island						Harpswell, ME												—						9.8						13.0						0.9						12.6						10.7						25.6						36.3						( 2.6 )						2020						(A)
Great Lakes						Muskegon, MI												—						6.1						5.7						—						5.7						6.1						11.4						17.5						( 2.6 )						2020						(A)
Great Oak Landing						Chestertown, MD												—						1.1						3.9						—						7.9						1.1						11.8						12.9						( 2.2 )						2020						(A)
Green Harbor						Marshfield, MA												—						8.3						5.6						—						5.3						8.3						10.9						19.2						( 1.1 )						2020						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Greenport (2)						Greenport, NY												—						31.1						10.2						—						3.3						31.1						13.5						44.6						( 2.8 )						2020						(A)
Greenwich Bay						Warwick, RI												—						5.3						4.5						0.2						6.7						5.5						11.2						16.7						( 2.6 )						2020						(A)
Grider Hill (3)						Albany, KY												—						—						11.0						—						2.7						—						13.7						13.7						( 5.4 )						2020						(A)
Hacks Point						Chesapeake Bay, MD												—						0.3						1.0						—						1.8						0.3						2.8						3.1						( 0.5 )						2020						(A)
Harbor House						Stamford, CT												—						—						3.3						—						—						—						3.3						3.3						( 0.9 )						2020						(A)
Harborage Yacht Club						Stuart, FL												—						4.1						13.4						—						2.1						4.1						15.5						19.6						( 1.6 )						2021						(A)
Harbors View (3)						Afton, OK												—						0.3						1.2						—						0.5						0.3						1.7						2.0						( 0.6 )						2020						(A)
Harbortown						Fort Pierce, FL												—						23.2						12.9						—						11.0						23.2						23.9						47.1						( 2.9 )						2020						(A)
Haverstraw (3)						West Haverstraw, NY												—						—						17.1						0.1						1.4						0.1						18.5						18.6						( 3.3 )						2020						(A)
Hawthorne Cove						Salem, MA												—						1.8						11.6						—						5.7						1.8						17.3						19.1						( 2.7 )						2020						(A)
Hideaway Bay (3)						Flowery Branch, GA												—						—						26.1						—						2.8						—						28.9						28.9						( 4.2 )						2020						(A)
Holly Creek (3)						Celina, TN												—						0.1						7.0						—						3.5						0.1						10.5						10.6						( 1.8 )						2020						(A)
Islamorada						Islamorada, FL												—						3.7						8.4						—						2.3						3.7						10.7						14.4						( 1.5 )						2021						(A)
Island Park						Portsmouth, RI												—						7.5						3.6						—						1.7						7.5						5.3						12.8						( 0.7 )						2020						(A)
Jamestown (3)						Jamestown, KY												—						—						32.0						—						3.6						—						35.6						35.6						( 5.5 )						2020						(A)
Jamestown Boatyard						Jamestown, RI												—						3.9						3.4						—						2.2						3.9						5.6						9.5						( 0.8 )						2020						(A)
Jarrett Bay Boatworks						Beaufort, NC												—						10.0						11.3						0.2						2.1						10.2						13.4						23.6						( 2.4 )						2022						(A)
Jefferson Beach						St. Clair Shores, MI												—						19.2						18.1						—						4.2						19.2						22.3						41.5						( 4.5 )						2020						(A)
Kings Point						Cornelius, NC												—						10.7						14.1						—						2.9						10.7						17.0						27.7						( 2.4 )						2020						(A)
Kittery Point						Kittery, ME												—						4.0						4.0						—						0.9						4.0						4.9						8.9						( 0.5 )						2022						(A)
Lakefront						Port Clinton, OH												—						0.5						1.8						—						5.0						0.5						6.8						7.3						( 1.3 )						2020						(A)
Lauderdale Marine Center						Fort Lauderdale, FL												—						179.7						158.7						—						21.0						179.7						179.7						359.4						( 18.2 )						2021						(A)
Loch Lomond						San Rafael, CA												—						5.2						7.4						—						10.3						5.2						17.7						22.9						( 2.4 )						2020						(A)
Manasquan River						Brick Township, NJ												—						2.0						1.7						—						2.4						2.0						4.1						6.1						( 0.7 )						2020						(A)
Marathon						Marathon, FL												—						6.2						13.1						—						2.0						6.2						15.1						21.3						( 1.9 )						2021						(A)
Marina Bay						Quincy, MA												—						10.6						19.6						—						6.1						10.6						25.7						36.3						( 2.8 )						2020						(A)
Marina Bay Yacht Harbor						Richmond, CA												—						0.8						15.4						—						0.4						0.8						15.8						16.6						( 1.1 )						2022						(C)
Montauk Yacht Club						Montauk, NY												—						65.8						97.9						—						9.0						65.8						106.9						172.7						( 6.1 )						2022						(A)
Mystic						Mystic, CT												—						1.3						13.5						1.0						3.0						2.3						16.5						18.8						( 2.3 )						2020						(A)
Narrows Point						Grasonville, MD												—						9.1						11.5						—						7.2						9.1						18.7						27.8						( 4.1 )						2020						(A)
New England Boatworks						Portsmouth, RI												—						21.9						17.4						—						11.6						21.9						29.0						50.9						( 5.9 )						2020						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
New Port Cove						Riviera Beach, FL												—						19.0						2.5						—						1.0						19.0						3.5						22.5						( 1.2 )						2020						(A)
Newport Shipyard						Newport, RI												—						17.7						52.2						—						9.0						17.7						61.2						78.9						( 8.2 )						2020						(A)
North Palm Beach						North Palm Beach, FL												—						16.6						11.6						—						5.9						16.6						17.5						34.1						( 1.7 )						2020						(A)
Old Port Cove						North Palm Beach, FL												—						27.8						26.8						—						2.4						27.8						29.2						57.0						( 3.8 )						2020						(A)
Onset Bay						Buzzards Bay, MA												—						5.9						5.1						—						5.0						5.9						10.1						16.0						( 1.2 )						2020						(A)
Outer Banks						Wanchese, NC												—						—						9.2						—						3.4						—						12.6						12.6						( 1.2 )						2022						(A)
Oxford						Oxford, MD												—						0.9						4.9						—						1.8						0.9						6.7						7.6						( 1.3 )						2020						(A)
Peninsula Yacht Club						Cornelius, NC												—						9.5						19.0						—						5.2						9.5						24.2						33.7						( 2.7 )						2020						(A)
Pier 121 (3)						Lewisville, TX												—						—						66.2						—						20.5						—						86.7						86.7						( 12.9 )						2020						(A)
Pier 77						Bradenton, FL												—						1.1						4.1						—						0.7						1.1						4.8						5.9						( 0.8 )						2020						(A)
Pilots Point						Westbrook, CT												—						12.7						43.8						—						4.8						12.7						48.6						61.3						( 6.3 )						2020						(A)
Pineland (5)						Bokeelia, FL												—						10.8						6.4						—						3.1						10.8						9.5						20.3						( 1.9 )						2020						(A)
Plymouth						Plymouth, MA												—						7.0						14.4						—						4.2						7.0						18.6						25.6						( 2.1 )						2020						(A)
Podickory Point						Annapolis, MD												—						1.8						1.5						—						1.8						1.8						3.3						5.1						( 0.5 )						2021						(A)
Port Phoenix (3)						North Fort Myers, FL												—						—						—						—						1.8						—						1.8						1.8						( 0.1 )						2022						(A)
Port Royal (4)						Port Royal, SC												—						16.0						4.9						( 0.7 )						4.3						15.3						9.2						24.5						( 1.5 )						2021						(A)
Port Royal Landing						Port Royal, SC												—						1.5						1.7						—						1.5						1.5						3.2						4.7						( 0.8 )						2020						(A)
Post Road (4)						Mamaroneck, NY												—						4.2						2.5						( 0.6 )						1.9						3.6						4.4						8.0						( 0.7 )						2020						(A)
Puerto del Rey						Fajardo, Puerto Rico												—						15.9						77.4						—						8.9						15.9						86.3						102.2						( 7.5 )						2021						(A)
Regatta Pointe (3)						Palmetto, FL												—						—						21.7						—						6.6						—						28.3						28.3						( 2.6 )						2020						(A)
Reserve Harbor						Pawleys Island, SC												—						2.9						4.7						—						1.1						2.9						5.8						8.7						( 1.1 )						2020						(A)
Riviera Beach						Riviera Beach, FL												—						46.2						20.2						0.8						9.2						47.0						29.4						76.4						( 4.7 )						2020						(A)
Rockland						Rockland, ME												—						5.3						10.1						—						6.3						5.3						16.4						21.7						( 2.2 )						2020						(A)
Sakonnet (4)						Portsmouth, RI												—						5.2						8.5						( 0.1 )						3.5						5.1						12.0						17.1						( 1.4 )						2020						(A)
Sandusky (3)						Sandusky, OH												—						0.2						2.9						—						3.8						0.2						6.7						6.9						( 1.5 )						2020						(A)
Savannah Yacht Center						Savannah, GA												—						21.6						80.3						—						1.5						21.6						81.8						103.4						( 4.3 )						2023						(A)
Shelburne Shipyard						Shelburne, VT												—						2.3						1.7						—						4.1						2.3						5.8						8.1						( 1.1 )						2020						(A)
Shelter Island (3)						San Diego, CA												—						—						9.6						—						1.0						—						10.6						10.6						( 1.5 )						2021						(A)
Siesta Key						Sarasota, FL												—						3.4						6.2						—						4.5						3.4						10.7						14.1						( 2.8 )						2020						(A)
Silver Spring						Wakefield, RI												—						3.1						2.8						—						1.6						3.1						4.4						7.5						( 0.8 )						2020						(A)
Skippers Landing						Troutman, NC												—						5.0						2.8						—						2.2						5.0						5.0						10.0						( 1.2 )						2020						(A)

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																								Initial Cost to Company												Costs Capitalized Subsequent to Acquisition (Improvements)												Gross Amount Carried at December 31, 2023
Property Name						Location												Encumbrances						Land						Depreciable Assets						Land						Depreciable Assets						Land						Depreciable Assets						Total						Accumulated Depreciation						Date						Acquired (A) or Constructed (C)
Skull Creek						Hilton Head, SC												—						1.1						5.6						—						2.9						1.1						8.5						9.6						( 1.0 )						2020						(A)
South Bay (3)						Chula Vista, CA												—						—						11.9						—						1.1						—						13.0						13.0						( 1.6 )						2021						(A)
South Fork						Fort Lauderdale, FL												—						8.0						5.3						—						17.7						8.0						23.0						31.0						( 1.5 )						2020						(C)
South Harbour Village						Southport, NC												—						0.7						3.8						—						3.6						0.7						7.4						8.1						( 0.9 )						2020						(A)
Sportsman						Orange Beach, AL												—						22.1						18.9						3.5						18.3						25.6						37.2						62.8						( 5.1 )						2020						(A)
Stingray Point						Deltaville, VA												—						1.7						1.3						—						0.5						1.7						1.8						3.5						( 0.4 )						2021						(A)
Stirling (2)						Greenport, NY												—						—						—						—						—						—						—						—						—						2020						(A)
Stratford						Stratford, CT												—						2.3						17.9						—						2.3						2.3						20.2						22.5						( 2.5 )						2020						(A)
Sunroad (3)						San Diego, CA												—						—						48.2						—						3.7						—						51.9						51.9						( 4.4 )						2021						(A)
Sunset Bay						Hull, MA												—						2.5						7.6						—						4.6						2.5						12.2						14.7						( 1.2 )						2020						(A)
Toledo Beach						La Salle, MI												—						1.1						2.5						—						11.2						1.1						13.7						14.8						( 1.5 )						2020						(A)
Tower Marine						Douglas, MI												—						7.1						13.1						—						1.9						7.1						15.0						22.1						( 1.8 )						2022						(A)
Trade Winds (3)						Appling, GA												—						—						10.8						—						2.6						—						13.4						13.4						( 2.3 )						2020						(A)
Ventura Isle (3)						Ventura, CA												—						—						23.9						—						2.8						—						26.7						26.7						( 2.5 )						2020						(A)
Vineyard Haven						Vineyard Haven, MA												—						6.1						3.9						0.7						5.3						6.8						9.2						16.0						( 1.5 )						2021						(A)
Walden (3)						Montgomery, TX												—						1.1						4.2						—						2.7						1.1						6.9						8.0						( 0.9 )						2020						(A)
Wentworth by the Sea						New Castle, NH												—						7.4						6.8						—						1.2						7.4						8.0						15.4						( 0.6 )						2021						(A)
West Palm Beach						West Palm Beach, FL												—						15.1						33.0						—						13.6						15.1						46.6						61.7						( 8.4 )						2020						(A)
Westport						Denver, NC												—						3.2						5.8						—						2.7						3.2						8.5						11.7						( 2.0 )						2020						(A)
Wickford (4)						Wickford, RI												—						1.1						2.4						—						( 2.4 )						1.1						—						1.1						—						2020						(A)
Wickford Cove						Wickford, RI												—						7.2						13.0						—						8.3						7.2						21.3						28.5						( 2.3 )						2020						(A)
Willsboro Bay						Willsboro, NY												—						0.6						3.1						—						1.9						0.6						5.0						5.6						( 2.3 )						2020						(A)
Wisdom Dock (3)						Albany, KY												—						0.3						3.3						—						0.6						0.3						3.9						4.2						( 1.3 )						2020						(A)
Yacht Haven						Stamford, CT												—						5.6						4.3						—						4.0						5.6						8.3						13.9						( 1.4 )						2020						(A)
Zahnisers						Solomons, MD												—						1.8						3.6						—						4.7						1.8						8.3						10.1						( 1.0 )						2020						(A)
																		$	—					$	1,002.2					$	1,900.5					$	6.1					$	592.8					$	1,008.3					$	2,493.3					$	3,501.6					$	( 335.7 )
Marinas Headquarters and Other Fixed Assets						Dallas, TX												—						—						10.3						—						54.8						—						65.1						65.1						( 16.6 )
																		$	—					$	1,002.2					$	1,910.8					$	6.1					$	647.6					$	1,008.3					$	2,558.4					$	3,566.7					$	( 352.3 )

(1) All costs from Dauntless Shipyard and Essex Island are grouped into Dauntless.

(2) All costs from Stirling are grouped into Greenport.

(3) All or part of this property is subject to a ground lease.

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(4) Gross amount carried at December 31, 2023 has decreased at this property due to a partial disposition of land or depreciable assets, as applicable.

(5) This property was impaired as a result of Hurricane Ian in October 2022.

(6) All costs related to Apponaug Harbour are grouped into Cowesett.

(7) All costs related to Ashley Fuels are grouped into Charleston City.

Depreciation of our buildings, improvements, furniture, fixtures and equipment is calculated over the following useful lives, on a straight-line basis:

• Land improvement and buildings: 1 year - 53 years

• Furniture, fixtures and equipment: 1 year - 40 years

• Dock improvements: 1 year - 52 years

• Site improvements: 1 year - 40 years

The aggregate cost of total real estate for federal income tax purposes was approximately $ 10.9 billion as of December 31, 2023.

The change in investment property for the years ended December 31, 2023, 2022 and 2021 is as follows (in millions):

			Year Ended
			December 31, 2023						December 31, 2022						December 31, 2021
Beginning balance			$	16,709.9					$	13,762.7					$	11,684.6
Property and land acquisitions, including immediate improvements			368.3						2,657.0						1,730.5
Property expansion and development			276.3						261.8						201.6
Improvements			506.0						418.4						300.3
Asset impairment			( 8.1 )						( 87.3 )			(1)			—
Dispositions and other			( 135.9 )						( 302.7 )						( 154.3 )
Ending balance			$	17,716.5					$	16,709.9					$	13,762.7

The change in accumulated depreciation for the years ended December 31, 2023, 2022 and 2021 is as follows (in millions):

			Year Ended
			December 31, 2023						December 31, 2022						December 31, 2021
Beginning balance			$	2,738.9					$	2,337.2					$	1,968.8
Depreciation for the period			590.0						528.6						457.3
Asset impairments			11.9						( 58.7 )			(1)			—
Dispositions and other			( 67.9 )						( 68.2 )						( 88.9 )
Ending balance			$	3,272.9					$	2,738.9					$	2,337.2

(1) Represents the gross impact due to property impairment charges of $ 28.6 million resulting from Hurricane Ian. Refer to Note 17, "Commitments and Contingencies," for additional information.