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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
FORM 8-K
______________________________
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 3, 2014
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UMH Properties, Inc.
(Exact name of registrant as specified in its charter)
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Maryland 001-12690 22-1890929
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Juniper Business Plaza, 3499 Route 9 North, Suite 3-C, Freehold, NJ 07728
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (732) 577-9997
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a- 12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02 Results of Operations and Financial Condition.
Item 7.01 Regulation FD Disclosure.
On November 3, 2014, the Company issued a press release announcing the results of operation and financial condition of the Company for the quarter ended September 30, 2014.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 99 | Press Release dated November 3, 2014. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
UMH Properties, Inc.
| Date: November 3, 2014 | By: /s/ Anna T. Chew |
| Name: Anna T. Chew | |
| Vice President and Chief Financial Officer | |
FOR IMMEDIATE RELEASE
November 3, 2014
Contact: Susan Jordan
732-577-9997
UMH PROPERTIES, INC. REPORTS 3rd QUARTER 2014 EARNINGS
FREEHOLD, NJ, November 3, 2014........ UMH Properties, Inc. (NYSE:UMH) reported Core Funds from Operations Attributable to Common Shareholders (Core FFO) of $2,899,000 or $0.13 per diluted share for the quarter ended September 30, 2014, as compared to $1,993,000 or $0.10 per diluted share for the quarter ended September 30, 2013. Excluding gains realized from the sale of securities during the quarter, Core FFO was $2,842,000 or $0.13 per diluted share for the quarter ended September 30, 2014, as compared to $1,880,000 or $0.10 per diluted share for the quarter ended September 30, 2013.
A summary of significant financial information for the three and nine months ended September 30, 2014 and 2013 is as follows:
| For the Three Months Ended | ||||||
| September 30, | ||||||
| 2014 | 2013 | |||||
| Total Income | $ | 18,555,000 | $ | 16,254,000 | ||
| Total Expenses | $ | 16,777,000 | $ | 14,935,000 | ||
| Income from Community Operations | $ | 7,747,000 | $ | 6,369,000 | ||
| Gain on Securities Transactions, net | $ | 57,000 | $ | 113,000 | ||
| Net Loss Attributable to Common Shareholders | $ | (1,260,000) | $ | (1,088,000) | ||
|
Net Loss Attributable to Common Shareholders per Diluted Common Share |
$ |
(0.06) |
$ |
(0.06) | ||
| Core FFO (1) | $ | 2,899,000 | $ | 1,993,000 | ||
| Core FFO (1) per Diluted Common Share | $ | 0.13 | $ | 0.10 | ||
|
Core FFO (1) Excluding Gains on Securities Transactions |
$ | 2,842,000 | $ | 1,880,000 | ||
|
Core FFO (1) Excluding Gains on Securities Transactions per Diluted Common Share |
$ | 0.13 | $ | 0.10 | ||
| Weighted Average Diluted Shares Outstanding | 22,889,000 | 19,068,000 | ||||
(continued on next page)
| For the Nine Months Ended | ||||||
| September 30, | ||||||
| 2014 | 2013 | |||||
| Total Income | $ | 55,553,000 | $ | 45,778,000 | ||
| Total Expenses | $ | 48,369,000 | $ | 41,373,000 | ||
| Income from Community Operations | $ | 21,734,000 | $ | 18,900,000 | ||
| Gain on Securities Transactions, net | $ | 1,273,000 | $ | 3,794,000 | ||
| Net Income (Loss) Attributable to Common Shareholders | $ | (2,993,000) | $ | 902,000 | ||
|
Net Income (Loss) Attributable to Common Shareholders per Diluted Common Share |
$ |
(0.14) |
$ |
0.05 | ||
| Core FFO (1) | $ | 8,537,000 | $ | 10,311,000 | ||
| Core FFO (1) per Diluted Common Share | $ | 0.39 | $ | 0.56 | ||
|
Core FFO (1) Excluding Gains on Securities Transactions |
$ | 7,264,000 | $ | 6,517,000 | ||
|
Core FFO (1) Excluding Gains on Securities Transactions per Diluted Common Share |
$ | 0.33 | $ | 0.36 | ||
| Weighted Average Diluted Shares Outstanding | 22,096,000 | 18,310,000 | ||||
A summary of significant balance sheet information as of September 30, 2014 and December 31, 2013 is as follows:
| September 30, 2014 | December 31, 2013 | ||
| Total Assets | $ 466,102,000 | $ 407,980,000 | |
| Securities Available for Sale at Fair Value | $ 62,367,000 | $ 59,255,000 | |
| Mortgages Payable | $ 183,862,000 | $ 160,640,000 | |
| Loans Payable | $ 72,348,000 | $ 49,119,000 | |
| Total Shareholders’ Equity | $ 201,003,000 | $ 190,586,000 |
Samuel A. Landy, President and CEO, commented on the results of the third quarter of 2014:
“Core FFO per share has increased 30% from $0.10 for the third quarter of 2013 to $0.13 for the third quarter of 2014. Income from community operations increased to $7.7 million for the third quarter of 2014, as compared to $6.4 million for the same period in 2013 representing a 22% improvement. This growth in earnings has been driven by our occupancy gains as well as our community acquisitions. Same store occupancy has increased by 200 basis points to 83.3% currently, as compared to 81.3% a year ago. Occupancy in rental units continues to be strong and is currently at 91.3%. Community operating expenses for the quarter were 52.6% of rental and related income, representing a 190 basis point improvement from the 54.5% expense ratio for both the same period in 2013 and the year ended December 31, 2013. As we continue to improve our occupancy rates and increase our income, our expenses will continue to fall to a lower percentage of revenue. ”
(continued on next page)
“The shale regions in which we operate are experiencing increased growth and we expect that this growth will continue for quite some time as our Country has now become the World’s largest producer of oil and natural gas. These vast resources are long term catalysts for major growth and will require a long term approach. During the quarter, we continued to grow our property portfolio by purchasing an additional six manufactured home communities, all located in the shale regions of Pennsylvania and Ohio, for an aggregate cost of $17.6 million or $30,000 per site, which is well below replacement cost. These all-age communities total approximately 600 developed homesites situated on 278 acres. The weighted-average occupancy for these communities is 87.2%. We have increased the number of our developed homesites by 18% over the prior year period and anticipate additional acquisitions going forward.”
UMH Properties, Inc. will host its Third Quarter 2014 Financial Results Webcast and Conference Call. Senior management will discuss the results, current market conditions and future outlook on Tuesday, November 4, 2014 at 9:00 a.m. Eastern Time.
The Company’s 2014 third quarter financial results being released herein will be available on the Company’s website at www.umh.com in the “Financial Information and Filings” section under the “Investors” tab.
To participate in the webcast, select the “Investors” tab at the top of the Company’s website at www.umh.com, then select the microphone icon. Interested parties can also participate via conference call by calling toll free 877-513-1898 (domestically) or 412-902-4147 (internationally).The replay of the conference call will be available at 12:00 p.m. Eastern Time on Tuesday, November 4, 2014. It will be available until March 1, 2015, and can be accessed by dialing toll free 877-344-7529 (domestically) and 412-317-0088 (internationally) and entering the passcode 10052094. A transcript of the call and the webcast replay will be available at the Company’s website, www.umh.com under the “Investors” tab.
UMH Properties, Inc., which was organized in 1968, is a public equity REIT that owns and operates eighty-eight manufactured home communities containing approximately 15,100 developed homesites. These communities are located in New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana and Michigan. In addition, the Company owns a portfolio of REIT securities.
Certain statements included in this press release which are not historical facts may be deemed forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any such forward-looking statements are based on the Company’s current expectations and involve various risks and uncertainties. Although the Company believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, the Company can provide no assurance those expectations will be achieved. Factors and risks that could cause actual results or events to differ materially from expectations are contained in the Company’s annual report on Form 10-K and described from time to time in the Company’s other filings with the SEC. The Company undertakes no obligation to publicly update or revise any forward-looking statements whether as a result of new information, future events, or otherwise.
(continued on next page)
Notes:
(1) Non-US GAAP Information: FFO is defined by the National Association of Real Estate Investment Trusts ("NAREIT") as net income applicable to common shareholders, excluding gains or losses from sales of depreciable assets, plus real estate-related depreciation and amortization. FFO is a non-GAAP financial measure that management believes is a useful supplemental measure of the Company's operating performance. We define Core FFO as FFO plus acquisition costs. We define Income from Community Operations as Rental and Related Income less Community Operating Expenses. FFO and Core FFO per diluted common share are defined as FFO and Core FFO divided by weighted average diluted common shares outstanding. FFO and Core FFO per diluted common share should be considered as supplemental measures of operating performance used by real estate investment trusts (REITs). FFO and Core FFO per diluted common share exclude historical cost depreciation as an expense and may facilitate the comparison of REITs which have different cost basis. The items excluded from FFO and Core FFO per diluted common share are significant components in understanding the Company’s financial performance.
FFO and Core FFO per diluted common share (A) do not represent cash flow from operations as defined by accounting principles generally accepted in the United States of America; (B) should not be considered as an alternative to net income as a measure of operating performance or to cash flows from operating, investing and financing activities; and (C) are not alternatives to cash flow as a measure of liquidity. FFO and Core FFO per diluted common share, as calculated by the Company, may not be comparable to similarly titled measures reported by other REITs.
The Company’s FFO and Core FFO for the three and nine months ended September 30, 2014 and 2013 are calculated as follows:
| Three Months Ended | Nine Months Ended | ||||||||
| 9/30/14 | 9/30/13 | 9/30/14 | 9/30/13 | ||||||
| Net Income (Loss) Attributable to Common Shareholders | $(1,260,000) | $(1,088,000) | $(2,993,000) | $902,000 | |||||
| Depreciation Expense | 3,941,000 | 3,069,000 | 11,051,000 | 8,469,000 | |||||
| (Income) Loss on Sales of Depreciable Assets | 27,000 | (82,000) | 3,000 | (18,000) | |||||
| FFO Attributable to Common Shareholders | 2,708,000 | 1,899,000 | 8,061,000 | 9,353,000 | |||||
| Acquisition Costs | 191,000 | 94,000 | 476,000 | 958,000 | |||||
| Core FFO | $2,899,000 | $1,993,000 | $8,537,000 | $10,311,000 | |||||
The Company’s Core FFO, excluding the net Gain on Sales of Securities Transactions, for the three and nine months ended September 30, 2014 and 2013 are calculated as follows:
| Three Months Ended | Nine Months Ended | |||||||
| 9/30/14 | 9/30/13 | 9/30/14 | 9/30/13 | |||||
| Core FFO Attributable to Common Shareholders | $2,899,000 | $1,993,000 | $8,537,000 | $10,311,000 | ||||
| Less: Gain on Sales of Securities Transactions, net | 57,000 | 113,000 | 1,273,000 | 3,794,000 | ||||
| Core FFO, excluding net Gain on Sales of Securities Transactions, Attributable to Common Shareholders | $2,842,000 | $1,880,000 | $7,264,000 | $6,517,000 | ||||
The following are the cash flows provided (used) by operating, investing and financing activities for the nine months ended September 30, 2014 and 2013:
| 2014 | 2013 | |||
| Operating Activities | $14,512,000 | $3,712,000 | ||
| Investing Activities | (44,312,000) | (92,416,000) | ||
| Financing Activities | 24,843,000 | 85,455,000 |
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