8-K

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): August 3, 2017

UMH Properties, Inc.

(Exact name of registrant as specified in its charter)

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company [  ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

Item 2.02 Results of Operations and Financial Condition.

Item 7.01 Regulation FD Disclosure.

On August 3, 2017, UMH Properties, Inc. issued a press release announcing the results for the second quarter ended June 30, 2017 and disclosed a supplemental information package in connection with its earnings conference call for the second quarter ended June 30, 2017. A copy of the supplemental information package and press release is furnished with this report as Exhibit 99, and is incorporated herein by reference.

The information in this report and the exhibit attached hereto is being furnished, not filed, for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and pursuant to Item 2.02 and Item 7.01 of Form 8-K will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Forward-Looking Statements

Statements contained in this report, including the document that is incorporated by reference, that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended and the Private Securities Litigation Reform Act of 1995 (the “Exchange Act”). All statements, other than statements of historical facts that address activities, events or developments where the Company uses any of the words “anticipates,” “assumes,” “believes,” “estimates,” “expects,” “intends,” or similar expressions, are forward-looking statements. These forward-looking statements are not guaranteed and are based on the Company’s current intentions and on the Company’s current expectations and assumptions. These statements, intentions, expectations and assumptions involve risks and uncertainties, some of which are beyond the Company’s control that could cause actual results or events to differ materially from those that the Company anticipates or projects, such as:

● changes in the real estate market conditions and general economic conditions;

● the inherent risks associated with owning real estate, including local real estate market conditions, governing laws and regulations affecting manufactured housing communities and illiquidity of real estate investments;

● increased competition in the geographic areas in which we own and operate manufactured housing communities;

● our ability to continue to identify, negotiate and acquire manufactured housing communities and/or vacant land which may be developed into manufactured housing communities on terms favorable to us;

● our ability to maintain rental rates and occupancy levels;

● changes in market rates of interest;

● our ability to repay debt financing obligations;

● our ability to refinance amounts outstanding under our credit facilities at maturity on terms favorable to us;

● our ability to comply with certain debt covenants;

● our ability to integrate acquired properties and operations into existing operations;

● the availability of other debt and equity financing alternatives;

● continued ability to access the debt or equity markets;

● the loss of any member of our management team;

● our ability to maintain internal controls and processes to ensure all transactions are accounted for properly, all relevant disclosures and filings are timely made in accordance with all rules and regulations, and any potential fraud or embezzlement is thwarted or detected;

● the ability of manufactured home buyers to obtain financing;

● the level of repossessions by manufactured home lenders;

● market conditions affecting our investment securities;

● changes in federal or state tax rules or regulations that could have adverse tax consequences; and

● our ability to qualify as a real estate investment trust for federal income tax purposes.

Item 9.01 Financial Statements and Exhibits.

(d)	Exhibits.
99	Supplemental information package for the second quarter ended June 30, 2017 and press release dated August 3, 2017.

2

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:  August 3, 2017	By:	/s/ Anna T. Chew
	Name: Title:	Anna T. Chew Vice President and Chief Financial Officer

3

EX-99

Table of Contents

	Page
Financial Highlights	3
Consolidated Balance Sheets	4
Consolidated Statements of Income (Loss)	5
Consolidated Statements of Cash Flows	6
Reconciliation of Net Income to EBITDA and Net Loss Attributable to Common Shareholders to FFO, Core FFO and Normalized FFO	7
Market Capitalization, Debt and Coverage Ratios	8
Debt Analysis	9
Debt Maturity	10
Property Summary and Snapshot	11
Same Property Statistics	12
Acquisition Summary and Property Portfolio	13
Definitions	14
Press Release Dated August 3, 2017	15

UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 2

Financial Highlights

(unaudited)

	Three Months Ended						Six Months Ended
	6/30/2017			6/30/2016			6/30/2017			6/30/2016
Operating Information
Number of Communities								107			98
Number of Sites								19,383			17,760
Rental and Related Income	$	25,293,961		$	22,423,876		$	49,824,316		$	44,210,056
Community Operating Expenses	$	11,871,578		$	10,718,738		$	23,351,937		$	21,274,676
Community NOI	$	13,422,383		$	11,705,138		$	26,472,379		$	22,935,380
Expense Ratio		46.9	%		47.8	%		46.9	%		48.1	%
Sales of Manufactured Homes	$	3,523,887		$	2,786,831		$	5,442,081		$	4,505,025
Number of Homes Sold		65			49			108			90
Number of Rentals Added		190			228			433			410
Net Income	$	3,589,871		$	3,051,462		$	5,875,417		$	4,957,931
Net Loss Attributable to Common Shareholders	$	(199,876	)	$	(682,729	)	$	(1,704,077	)	$	(1,566,007	)
EBITDA	$	14,535,215		$	12,719,859		$	27,511,654		$	24,178,572
FFO and Core FFO	$	6,526,591		$	5,041,464		$	11,587,008		$	9,661,940
Normalized FFO	$	5,506,714		$	4,259,091		$	10,535,240		$	8,647,562
Shares Outstanding and Per Share Data
Weighted Average Shares Outstanding Basic and Diluted		31,769,287			27,314,361			30,888,218			27,221,879
Net Loss Attributable to Common Shareholders per Share - Basic and Diluted	$	(0.01	)	$	(0.03	)	$	(0.06	)	$	(0.06	)
FFO and Core FFO per Share- Basic and Diluted	$	0.20		$	0.18		$	0.37		$	0.35
Normalized FFO per Share- Basic and Diluted	$	0.17		$	0.16		$	0.34		$	0.32
Dividends per Common Share	$	0.18		$	0.18		$	0.36		$	0.36
Balance Sheet
Total Assets							$	746,221,437		$	652,048,063
Total Liabilities							$	389,229,804		$	344,734,788
Market Capitalization
Total Debt, Net of Unamortized Debt Issuance Costs							$	375,481,649		$	331,907,203
Equity Market Capitalization							$	570,225,929		$	310,625,561
Series A Preferred Stock							$	91,595,000		$	91,595,000
Series B Preferred Stock							$	95,030,000		$	95,030,000
Total Market Capitalization							$	1,132,332,578		$	829,157,764

UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 3

Consolidated Balance Sheets

	June 30, 2017			December 31, 2016
		(unaudited)
ASSETS
Investment Property and Equipment
Land	$	58,527,464		$	47,476,314
Site and Land Improvements		429,630,057			398,776,390
Buildings and Improvements		22,289,352			21,101,836
Rental Homes and Accessories		194,304,294			172,862,227
Total Investment Property		704,751,167			640,216,767
Equipment and Vehicles		15,774,490			14,986,196
Total Investment Property and Equipment		720,525,657			655,202,963
Accumulated Depreciation		(153,087,967	)		(140,255,603	)
Net Investment Property and Equipment		567,437,690			514,947,360
Other Assets
Cash and Cash Equivalents		8,166,402			4,216,592
Securities Available for Sale at Fair Value		109,079,105			108,755,172
Inventory of Manufactured Homes		20,932,899			17,424,574
Notes and Other Receivables, net		23,950,403			20,323,191
Prepaid Expenses and Other Assets		4,756,794			4,497,937
Land Development Costs		11,898,144			10,279,992
Total Other Assets		178,783,747			165,497,458
TOTAL ASSETS	$	746,221,437		$	680,444,818
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities
Mortgages Payable, net of Unamortized Debt Issuance Costs	$	311,303,776		$	293,025,592
Other Liabilities
Accounts Payable		4,601,407			2,962,037
Loans Payable, net of Unamortized Debt Issuance Costs		64,177,873			58,285,385
Accrued Liabilities and Deposits		4,332,532			4,820,142
Tenant Security Deposits		4,814,216			4,319,695
Total Other Liabilities		77,926,028			70,387,259
Total Liabilities		389,229,804			363,412,851
COMMITMENTS AND CONTINGENCIES
Shareholders’ Equity:
Series A - 8.25% Cumulative Redeemable Preferred Stock, par value $0.10 per share: 3,663,800 shares authorized, issued and outstanding as of June 30, 2017 and December 31, 2016, respectively		91,595,000			91,595,000
Series B - 8.0% Cumulative Redeemable Preferred Stock, par value $0.10 per share: 4,000,000 shares authorized; 3,801,200 shares issued and outstanding as of June 30, 2017 and December 31, 2016, respectively		95,030,000			95,030,000
Common Stock – $0.10 par value per share: 85,000,000 and 75,000,000 shares authorized; 33,444,336 and 29,388,811 shares issued and outstanding as of June 30, 2017 and December 31, 2016, respectively		3,344,434			2,938,881
Excess Stock – $0.10 par value per share: 3,000,000 shares authorized; no shares issued or outstanding as of June 30, 2017 and December 31, 2016, respectively		-0-			-0-
Additional Paid-In Capital		156,874,954			111,422,691
Accumulated Other Comprehensive Income		10,815,038			16,713,188
Accumulated Deficit		(667,793	)		(667,793	)
Total Shareholders’ Equity		356,991,633			317,031,967
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	746,221,437		$	680,444,818

UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 4

Consolidated Statements of Income (Loss)  

(unaudited)  

	Three Months Ended						Six Months Ended
	6/30/2017			6/30/2016			6/30/2017			6/30/2016
INCOME:
Rental and Related Income	$	25,293,961		$	22,423,876		$	49,824,316		$	44,210,056
Sales of Manufactured Homes		3,523,887			2,786,831			5,442,081			4,505,025
TOTAL INCOME		28,817,848			25,210,707			55,266,397			48,715,081
EXPENSES:
Community Operating Expenses		11,871,578			10,718,738			23,351,937			21,274,676
Cost of Sales of Manufactured Homes		2,746,689			2,161,344			4,249,898			3,475,272
Selling Expenses		865,462			674,717			1,624,841			1,458,469
General and Administrative Expenses		2,634,309			1,943,011			4,836,611			3,639,933
Depreciation Expense		6,740,205			5,679,167			13,280,443			11,205,009
TOTAL EXPENSES		24,858,243			21,176,977			47,343,730			41,053,359
OTHER INCOME (EXPENSE):
Interest Income		495,778			397,083			969,137			805,959
Dividend Income		1,795,600			1,623,844			3,646,840			3,079,379
Gain on Sales of Securities, net		1,019,877			782,373			1,051,768			1,014,378
Other Income		417,487			155,763			465,591			249,213
Interest Expense		(4,112,214	)		(3,896,305	)		(8,169,944	)		(7,829,782	)
TOTAL OTHER INCOME (EXPENSE)		(383,472	)		(937,242	)		(2,036,608	)		(2,680,853	)
Income before Gain (Loss) on Sales of Investment Property and Equipment		3,576,133			3,096,488			5,886,059			4,980,869
Gain (Loss) on Sales of Investment Property and Equipment		13,738			(45,026	)		(10,642	)		(22,938	)
NET INCOME		3,589,871			3,051,462			5,875,417			4,957,931
Less: Preferred Dividends		3,789,747			3,734,191			7,579,494			6,523,938
NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS	$	(199,876	)	$	(682,729	)	$	(1,704,077	)	$	(1,566,007	)

UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 5

Consolidated Statements of Cash Flows

(unaudited)

	Six Months Ended
	6/30/2017			6/30/2016
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income	$	5,875,417		$	4,957,931
Non-Cash Items Included in Net Income:
Depreciation		13,280,443			11,205,009
Amortization of Financing Costs		326,614			384,813
Stock Compensation Expense		670,057			476,773
Provision for Uncollectible Notes and Other Receivables		550,728			546,363
Gain on Sales of Securities, net		(1,051,768	)		(1,014,378	)
Loss on Sales of Investment Property and Equipment		10,642			22,938
Changes in Operating Assets and Liabilities:
Inventory of Manufactured Homes		(3,508,325	)		(3,522,102	)
Notes and Other Receivables, net of Notes Acquired with Acquisitions		(902,475	)		(596,916	)
Prepaid Expenses and Other Assets		(258,857	)		(391,371	)
Accounts Payable		1,639,370			535,204
Accrued Liabilities and Deposits		(480,463	)		(1,327,397	)
Tenant Security Deposits		494,521			411,956
Net Cash Provided by Operating Activities		16,645,904			11,688,823
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Manufactured Home Communities		(40,877,655	)		-0-
Purchase of Investment Property and Equipment		(29,400,897	)		(26,353,180	)
Proceeds from Sales of Investment Property and Equipment		1,221,672			635,264
Additions to Land Development Costs		(1,618,152	)		(1,316,797	)
Purchase of Securities Available for Sale		(13,699,545	)		(17,193,903	)
Proceeds from Sales of Securities Available for Sale		8,522,083			7,710,233
Net Cash Used in Investing Activities		(75,852,494	)		(36,518,383	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from Mortgages		31,050,000			15,458,000
Net Proceeds (Payments) on Short Term Borrowings		5,893,852			(12,531,013	)
Principal Payments of Mortgages		(12,659,812	)		(11,946,213	)
Financing Costs on Debt		(439,982	)		(370,392	)
Proceeds from Issuance of Preferred Stock, net		-0-			49,120,853
Proceeds from Registered Direct Placement of Common Stock, net of Offering Costs		22,527,507			-0-
Proceeds from Issuance of Common Stock in the DRIP, net of Dividend Reinvestments		28,659,238			2,830,263
Proceeds from Exercise of Stock Options		5,435,634			591,225
Preferred Dividends Paid		(7,579,494	)		(6,595,262	)
Common Dividends Paid, net of Dividend Reinvestments		(9,730,543	)		(8,673,257	)
Net Cash Provided by Financing Activities		63,156,400			27,884,204
NET INCREASE IN CASH AND CASH EQUIVALENTS		3,949,810			3,054,644
CASH AND CASH EQUIVALENTS – BEGINNING OF PERIOD		4,216,592			6,535,897
CASH AND CASH EQUIVALENTS – END OF PERIOD	$	8,166,402		$	9,590,541

UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 6

Reconciliation of Net Income to EBITDA and Net Loss Attributable

to Common Shareholders to FFO, Core FFO and Normalized FFO

(unaudited)

	Three Months Ended						Six Months Ended
	6/30/2017			6/30/2016			6/30/2017			6/30/2016
Reconciliation of Net Income to EBITDA
Net Income	$	3,589,871		$	3,051,462		$	5,875,417		$	4,957,931
Interest Expense		4,112,214			3,896,305			8,169,944			7,829,782
Franchise Taxes		92,925			92,925			185,850			185,850
Depreciation Expense		6,740,205			5,679,167			13,280,443			11,205,009
EBITDA	$	14,535,215		$	12,719,859		$	27,511,654		$	24,178,572
Reconciliation of Net Loss Attributable to Common Shareholders to Funds from Operations
Net Loss Attributable to Common Shareholders	$	(199,876	)	$	(682,729	)	$	(1,704,077	)	$	(1,566,007	)
Depreciation Expense		6,740,205			5,679,167			13,280,443			11,205,009
(Gain) Loss on Sales of Depreciable Assets		(13,738	)		45,026			10,642			22,938
Funds from Operations (“FFO”) and Core
Funds from Operations (“Core FFO”)		6,526,591			5,041,464			11,587,008			9,661,940
Adjustments:
Gain on Sale of Securities, net		(1,019,877	)		(782,373	)		(1,051,768	)		(1,014,378	)
Normalized Funds From Operations
(“Normalized FFO”)	$	5,506,714		$	4,259,091		$	10,535,240		$	8,647,562

UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 7

Market Capitalization, Debt and Coverage Ratios

(unaudited)

	Six Months Ended						Year Ended
	6/30/2017			6/30/2016			12/31/2016
Shares Outstanding		33,444,336			27,611,161			29,388,811
Market Price Per Share	$	17.05		$	11.25		$	15.05
Equity Market Capitalization	$	570,225,929		$	310,625,561		$	442,301,606
Total Debt		375,481,649			331,907,203			351,310,977
Preferred		186,625,000			186,625,000			186,625,000
Total Market Capitalization	$	1,132,332,578		$	829,157,764		$	980,237,583
Total Debt	$	375,481,649		$	331,907,203		$	351,310,977
Less: Cash and Cash Equivalents		(8,166,402	)		(9,590,541	)		(4,216,592	)
Net Debt		367,315,247			322,316,662			347,094,385
Less: Securities Available for Sale at Fair Value (“Securities”)		(109,079,105	)		(103,916,497	)		(108,755,172	)
Net Debt Less Securities	$	258,236,142		$	218,400,165		$	238,339,213
Interest Expense	$	8,169,944		$	7,829,782		$	15,432,364
Capitalized Interest		237,648			168,948			359,906
Preferred Dividends		7,579,494			6,523,938			14,103,432
Total Fixed Charges	$	15,987,086		$	14,522,668		$	29,895,702
EBITDA	$	27,511,654		$	24,178,572		$	50,565,254

Debt and Coverage Ratios
Net Debt / Total Market Capitalization	32.4	%	38.9	%	35.4	%
Net Debt Plus Preferred / Total Market Capitalization	48.9	%	61.4	%	54.4	%
Net Debt Less Securities / Total Market Capitalization	22.8	%	26.3	%	24.3	%
Net Debt Less Securities Plus Preferred / Total Market Capitalization	39.3	%	48.8	%	43.4	%
Interest Coverage	3.3	x	3.0	x	3.2	x
Fixed Charge Coverage	1.7	x	1.7	x	1.7	x
Net Debt / EBITDA	6.7	x	6.7	x	6.9	x
Net Debt Less Securities / EBITDA	4.7	x	4.5	x	4.7	x
Net Debt Plus Preferred / EBITDA	10.1	x	10.5	x	10.6	x
Net Debt Less Securities Plus Preferred / EBITDA	8.1	x	8.4	x	8.4	x

UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 8

Debt Analysis

(unaudited)

	Six Months Ended						Year Ended
		6/30/2017			6/30/2016			12/31/2016
Debt Outstanding
Mortgages Payable:
Fixed Rate Mortgages (1)	$	314,766,636		$	289,630,588		$	296,209,454
Variable Rate Mortgages		187,535			518,295			354,529
Total Mortgages Before
Unamortized Debt Issuance Costs		314,954,171			290,148,883			296,563,983
Unamortized Debt Issuance Costs		(3,650,395	)		(3,566,301	)		(3,538,391	)
Mortgages, Net of Unamortized Debt Issuance Costs	$	311,303,776		$	286,582,582		$	293,025,592
Loans Payable:
Unsecured Line of Credit	$	35,000,000		$	15,000,000		$	20,000,000
Other Loans Payable		29,287,290			30,455,492			38,393,439
Total Loans Before
Unamortized Debt Issuance Costs		64,287,290			45,455,492			58,393,439
Unamortized Debt Issuance Costs		(109,417	)		(130,871	)		(108,054	)
Loans, Net of Unamortized Debt Issuance Costs	$	64,177,873		$	45,324,621		$	58,285,385
Total Debt, Net of Unamortized Debt Issuance Costs	$	375,481,649		$	331,907,203		$	351,310,977
% Fixed/Floating
Fixed		84.5	%		87.8	%		85.0	%
Floating		15.5	%		12.2	%		15.0	%
Total		100.0	%		100.0	%		100.0	%
Weighted Average Interest Rates
Mortgages Payable		4.34	%		4.47	%		4.40	%
Loans Payable		3.91	%		3.59	%		3.06	%
Total Average		4.27	%		4.35	%		4.18	%

Notes:

(1) Includes a variable rate mortgage with a balance of $10,215,752, $11,020,831 and $10,625,352 as of June 30, 2017, June 30, 2016 and December 31, 2016, respectively, which has been effectively fixed at an interest rate of 3.89% with an interest rate swap agreement.

UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 9

Debt Maturity

(unaudited)

As of 6/30/17:  

Fiscal Year Ended	Mortgages			Loans			Total			% of Total
2017	$	10,215,752		$	13,648,736		$	23,864,488			6.3	%
2018		8,931,490			368,427			9,299,917			2.5	%
2019		2,762,755			4,365,001			7,127,756			1.9	%
2020		12,334,955			39,351,360	(1)		51,686,315			13.6	%
2021		2,211,151			238,695			2,449,846			0.6	%
Thereafter		278,498,068			6,315,071			284,813,139			75.1	%
Total Debt Before Unamortized Debt Issuance Cost		314,954,171			64,287,290			379,241,461			100.0	%
Unamortized Debt Issuance Cost		(3,650,395	)		(109,417	)		(3,759,812	)
Total Debt, Net of Unamortized Debt Issuance Costs	$	311,303,776		$	64,177,873		$	375,481,649

Notes:

(1) Includes $35 million balance outstanding on the Company’s Line of Credit due March 2020, with an additional one year option.

UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 10

Property Summary and Snapshot

(unaudited)

	6/30/2017			6/30/2016			% Change
Communities		107			98			9.2	%
Developed Sites		19,383			17,760			9.1	%
Occupied		15,632			14,213			10.0	%
Occupancy % (1)		81.2	%		80.7	%		0.5	%
Total Rentals		5,092			4,142			22.9	%
Occupied Rentals		4,768			3,911			21.9	%
Rental Occupancy %		93.6	%		94.4	%		-0.8	%
Monthly Rent Per Site	$	426		$	419			1.7	%
Monthly Rent per Home Rental Including Site	$	716		$	704			1.7	%

Region	Number		Total Acreage		Developed Acreage		Vacant Acreage		Total Sites		Occupied Sites		Occupancy Percentage			Monthly Rent Per Site		Total Rentals		Occupied Rentals		Rental Occupancy Percentage			Monthly Rent Per Home Rental
				(2)				(2)						(1)												(3)
Indiana		11		815		685		130		3,219		2,434		75.6	%	$	394		980		925		94.4	%	$	727
Maryland		1		77		10		67		63		58		92.1	%	$	478		-0-		-0-		N/A			N/A
Michigan		2		68		68		-0-		354		251		70.9	%	$	428		141		134		95.0	%	$	710
New Jersey		4		348		187		161		1,006		956		95.0	%	$	598		40		33		82.5	%	$	883
New York		7		616		308		308		1,132		933		82.4	%	$	505		273		259		94.9	%	$	859
Ohio		32		1,473		1,065		408		5,104		4,019		78.7	%	$	359		1,257		1,177		93.6	%	$	652
Pennsylvania		43		1,943		1,588		355		6,691		5,386		80.5	%	$	441		1,617		1,486		91.9	%	$	735
Tennessee		7		413		321		92		1,814		1,595		87.9	%	$	439		784		754		96.2	%	$	705
Total as of June 30, 2017		107		5,753		4,232		1,521		19,383		15,632		81.2	%	$	426		5,092		4,768		93.6	%	$	716

Notes:

(1) The 156 Sites at Memphis Blues are not included in the calculation of occupancy.

(2) Total and Vacant Acreage of 220 for the Mountain View Estates property is included in the above summary.

(3) Includes home and site rent charges.

UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 11

Same Property Statistics

(unaudited)

	For Three Months Ended									For Six Months Ended
	6/30/2017		6/30/2016		Change		% Change			6/30/2017		6/30/2016		Change		% Change
Community Net Operating Income
Rental and Related Income	$	23,867,981	$	22,423,876	$	1,444,105		6.4	%	$	47,284,283	$	44,210,056	$	3,074,227		7.0	%
Community Operating Expenses		10,431,197		10,265,815		165,382		1.6	%		20,670,735		20,344,635		326,100		1.6	%
Community NOI	$	13,436,784	$	12,158,061	$	1,278,723		10.5	%	$	26,613,548	$	23,865,421	$	2,748,127		11.5	%

	As of
	6/30/2017			6/30/2016			% Change
Other Information
Total Sites		17,589			17,604			-0.1	%
Occupied Sites		14,504			14,213			2.0	%
Occupancy %		82.5	%		80.7	%		1.8	%
Number of Properties		98			98			N/A
Total Rentals		4,928			4,142			19.0	%
Occupied Rentals		4,635			3,911			18.5	%
Rental Occupancy		94.1	%		94.4	%		-0.3	%
Monthly Rent Per Site	$	431		$	419			2.9	%
Monthly Rent Per Home Rental Including Site	$	717		$	704			1.8	%

Notes:

Same Property includes all properties owned as of January 1, 2016, with the exception of Memphis Blues.

UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 12

Acquisition Summary

At Acquisition:

Year of Acquisition	Number of Communities		Sites		Occupied Sites		Occupancy %			Price		Total Acres
2015		10		2,774		1,764		64	%	$	81,217,000		717
2016		3		289		215		74	%	$	7,277,000		192
2017		6		1,354		873		64	%	$	40,510,000		461

2017 Acquisitions

Community	Date of Acquisition	State	Number of Sites		Purchase Price		Number of Acres		Occupancy
Marysville Estates and Hillcrest Estates	January 20, 2017	OH		532	$	9,588,000		149		57	%
Boardwalk and Parke Place	January 20, 2017	IN		559		24,437,000		155		77	%
Hillcrest Crossing	January 24, 2017	PA		200		2,485,000		78		40	%
Cinnamon Woods	May 31, 2017	MD		63		4,000,000		79		92	%
Total 2017 to Date				1,354	$	40,510,000		461		64	%

UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 13

Definitions

Investors and analysts following the real estate industry utilize funds from operations (“FFO”), core funds from operations (“Core FFO”), normalized funds from operations (“Normalized FFO”), community NOI, same property NOI, and earnings before interest, taxes, depreciation and amortization (“EBITDA”), variously defined, as supplemental performance measures. While the Company believes net income available to common stockholders, as defined by accounting principles generally accepted in the United States of America (U.S. GAAP), is the most appropriate measure, it considers Community NOI, Same Property NOI, EBITDA, FFO, Core FFO and Normalized FFO, given their wide use by and relevance to investors and analysts, appropriate supplemental performance measures. FFO, reflecting the assumption that real estate asset values rise or fall with market conditions, principally adjusts for the effects of U.S. GAAP depreciation and amortization of real estate assets. Core FFO reflects the same assumptions as FFO except that it also adjusts for the effects of acquisitions costs and costs of early extinguishment of debt. Normalized FFO reflects the same assumptions as Core FFO except that it also adjusts for gains and losses realized on securities investments and certain one-time charges. Community NOI and Same Property NOI provides a measure of rental operations, and does not factor in depreciation and amortization and non-property specific expenses such as general and administrative expenses. EBITDA provides a tool to further evaluate the ability to incur and service debt and to fund dividends and other cash needs. In addition, Community NOI, Same Property NOI, EBITDA, FFO, Core FFO and Normalized FFO are commonly used in various ratios, pricing multiples, yields and returns and valuation of calculations used to measure financial position, performance and value.

As used herein, the Company calculates FFO, as defined by The National Association of Real Estate Investment Trusts (“NAREIT”), to be equal to net income (loss) applicable to common shareholders, as defined by U.S. GAAP, excluding extraordinary items as defined by U.S. GAAP, gains or losses from sales of previously depreciated real estate assets, impairment charges related to depreciable real estate assets, plus certain non-cash items such as real estate asset depreciation and amortization. FFO includes gains and losses realized on securities investments.

Core FFO is calculated as FFO plus acquisition costs and costs of extinguishment of debt.

Normalized FFO is calculated as Core FFO excluding gains and losses realized on securities investments and certain one-time charges.

Core FFO per Diluted Common Share and Normalized FFO per Diluted Common Share is calculated using diluted weighted shares outstanding of 32,279,000 and 31,353,000 shares for the three and six months ended June 30, 2017, respectively, and 27,436,000 and 27,301,000 for the three and six months ended June 30, 2016, respectively. Common stock equivalents resulting from stock options in the amount of 510,000 and 465,000 shares for the three and six months ended June 30, 2017, respectively, and 122,000 and 79,000 shares for the three and six months ended June 30, 2016, respectively, are included in the diluted weighted shares outstanding. Common stock equivalents were excluded from the computation of the Diluted Net Loss per Share as their effect would be anti-dilutive.

Community NOI is calculated as rental and related income less community operating expenses such as real estate taxes, repairs and maintenance, community salaries, utilities, insurance and other expenses. Community NOI excludes realized gains (losses) on securities transactions.

Same Property NOI is calculated as Community NOI, using all properties owned as of January 1, 2016, with the exception of Memphis Blues.

EBITDA is calculated as net income plus interest expense, franchise taxes, depreciation expense and acquisition costs.

Community NOI, Same Property NOI, EBITDA, FFO, Core FFO and Normalized FFO do not represent cash generated from operating activities in accordance with U.S. GAAP and are not necessarily indicative of cash available to fund cash needs, including the repayment of principal on debt and payment of dividends and distributions. Community NOI, Same Property NOI, EBITDA, FFO, Core FFO and Normalized FFO should not be considered as substitutes for net income applicable to common shareholders (calculated in accordance with U.S. GAAP) as a measure of results of operations, or cash flows (calculated in accordance with U.S. GAAP) as a measure of liquidity. Community NOI, Same Property NOI, EBITDA, FFO, Core FFO and Normalized FFO as currently calculated by the Company may not be comparable to similarly titled, but variously calculated, measures of other REITs.

UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 14

Press Release Dated August 3, 2017

FOR IMMEDIATE RELEASE	August 3, 2017
	Contact: Nelli Madden
	732-577-9997

UMH PROPERTIES, INC. REPORTS 2nd QUARTER 2017 EARNINGS

FREEHOLD, NJ, August 3, 2017   UMH Properties, Inc. (NYSE:UMH) reported Total Income of $28,818,000 for the quarter ended June 30, 2017 as compared to $25,211,000 for the quarter ended June 30, 2016, representing an increase of 14%. Net Loss Attributable to Common Shareholders amounted to $200,000 or $0.01 per diluted share for the quarter ended June 30, 2017 as compared to $683,000 or $0.03 per diluted share for the quarter ended June 30, 2016.

Core Funds from Operations (“Core FFO”) was $6,527,000 or $0.20 per diluted share for the quarter ended June 30, 2017, as compared to $5,041,000 or $0.18 per diluted share for the quarter ended June 30, 2016, representing an increase of 11%. Normalized Funds from Operations (“Normalized FFO”) was $5,507,000 or $0.17 per diluted share for the quarter ended June 30, 2017, as compared to $4,259,000 or $0.16 per diluted share for the quarter ended June 30, 2016, representing an increase in Normalized FFO per diluted share of 6%.

A summary of significant financial information for the three and six months ended June 30, 2017 and 2016 is as follows:

	For the Three Months Ended June 30,
	2017			2016
Total Income	$	28,818,000		$	25,211,000
Total Expenses	$	24,858,000		$	21,177,000
Gain on Sales of Securities, net	$	1,020,000		$	782,000
Net Loss Attributable to Common Shareholders	$	(200,000	)	$	(683,000	)
Net Loss Attributable to Common Shareholders per Diluted Common Share	$	(0.01	)	$	(0.03	)
Core FFO (1)	$	6,527,000		$	5,041,000
Core FFO (1) per Diluted Common Share	$	0.20		$	0.18
Normalized FFO (1)	$	5,507,000		$	4,259,000
Normalized FFO (1) per Diluted Common Share	$	0.17		$	0.16
Weighted Average Diluted Shares Outstanding		31,769,000			27,314,000

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UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 15

	For the Six Months Ended June 30,
	2017			2016
Total Income	$	55,266,000		$	48,715,000
Total Expenses	$	47,344,000		$	41,053,000
Gain on Sales of Securities, net	$	1,052,000		$	1,014,000
Net Loss Attributable to Common Shareholders	$	(1,704,000	)	$	(1,566,000	)
Net Loss Attributable to Common Shareholders per Diluted Common Share	$	(0.06	)	$	(0.06	)
Core FFO (1)	$	11,587,000		$	9,662,000
Core FFO (1) per Diluted Common Share	$	0.37		$	0.35
Normalized FFO (1)	$	10,535,000		$	8,648,000
Normalized FFO (1) per Diluted Common Share	$	0.34		$	0.32
Weighted Average Diluted Shares Outstanding		30,888,000			27,222,000

A summary of significant balance sheet information as of June 30, 2017 and December 31, 2016 is as follows:

	June 30, 2017		December 31, 2016
Gross Real Estate Investments	$	704,751,000	$	640,217,000
Securities Available for Sale at Fair Value	$	109,079,000	$	108,755,000
Total Assets	$	746,221,000	$	680,445,000
Mortgages Payable, net	$	311,304,000	$	293,026,000
Loans Payable, net	$	64,178,000	$	58,285,000
Total Shareholders’ Equity	$	356,992,000	$	317,032,000

Samuel A. Landy, President and CEO, commented on the results of the second quarter of 2017.

“We are pleased to announce another strong quarter of operating results. Net Loss Attributable to Common Shareholders (which includes depreciation expense), decreased from $0.03 per diluted share to $0.01 per diluted share. Our Core FFO (which excludes depreciation expenses) increased from $0.18 per diluted share to $0.20 per diluted share, representing an 11.1% year over year increase. Normalized FFO increased from $0.16 per diluted share to $0.17 per diluted share, representing a 6.3% year over year increase. The positive momentum created by our strong first quarter performance has continued into the second quarter, with double-digit growth in core FFO, rental revenue, home sales and NOI. We are also pleased to be included in the MSCI REIT Index. We anticipate that this will result in greater visibility and allow us to reach a broader pool of investors. During the quarter, we also:

● Increased Rental and Related Income by 12.8% over the prior year period;

● Increased Community Net Operating Income (“NOI”) by 14.7% over the prior year period;

● Improved our Operating Expense ratio by 90 basis points over the prior year period from 47.8% to 46.9%;

● Increased Same Property NOI by 10.5% over the prior year period;

● Increased Same Property Occupancy by 180 basis points over the prior year period from 80.7% to 82.5%;

● Increased home sales by 26.4% over the prior year period;

● Increased our rental home portfolio by 190 homes to approximately 5,100 total rental homes, representing an increase of 9.3% from yearend 2016;

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UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 16

● Increased rental home occupancy by 210 basis points from 91.5% at yearend 2016 to 93.6% at quarter end;

● Acquired our first community in Maryland, a 63-site age restricted community with vacant land for future development for a total of 170 sites;

● Obtained a $16.8 million, 4.12% mortgage and repaid the existing $9 million, 6.175% mortgage;

● Reduced the weighted average interest rate on our mortgage debt from 4.5% to 4.3%;

● Issued 1.4 million shares of our common stock raising net proceeds of $22.5 million, in conjunction with our inclusion in the MSCI REIT Index;

● Raised $15.6 million through our Dividend Reinvestment and Stock Purchase Plan; and,

● Increased our total market capitalization to $1.1 billion, an increase of 36.6% over the prior year period.”

“Subsequent to quarter end, we increased our liquidity and further strengthened our financial flexibility and balance sheet by issuing 5 million shares of a new 6.75% Series C Cumulative Redeemable Preferred Stock on July 26, 2017, for net proceeds after deducting the underwriting discount and other estimated offering expenses, of approximately $121 million. In addition, the underwriters exercised their overallotment option and we issued an additional 750,000 shares of Series C Preferred Stock on August 2, 2017 for additional net proceeds of $18 million. We intend to use a portion of the net proceeds from our sale of Series C Preferred Stock to redeem all of the 3,663,800 outstanding shares of our 8.25% Series A Preferred Stock, with a total redemption value of $91.6 million on August 31, 2017. This 150 basis point reduction will result in $1.4 million in annual preferred dividend savings. The balance of the offering proceeds will be used for general corporate purposes, including potential acquisitions, expansions of communities and for the purchase of additional homes for sale or lease to customers, which will generate additional per share earnings accretion once they are fully deployed.”

“We look forward to building on the substantial progress we have made thus far.”

UMH Properties, Inc. will host its Second Quarter 2017 Financial Results Webcast and Conference Call. Senior management will discuss the results, current market conditions and future outlook on Friday, August 4, 2017 at 10:00 a.m. Eastern Time.

The Company’s 2017 second quarter financial results being released herein will be available on the Company’s website at www.umh.reit in the “Financial Information and Filings” section.

To participate in the webcast, select the microphone icon found on the homepage www.umh.reit to access the call. 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 Friday, August 4, 2017. It will be available until November 1, 2017, and can be accessed by dialing toll free 877-344-7529 (domestically) and 412-317-0088 (internationally) and entering the passcode 10108600. A transcript of the call and the webcast replay will be available at the company's website, www.umh.reit.

UMH Properties, Inc., which was organized in 1968, is a public equity REIT that owns and operates 107 manufactured home communities containing approximately 19,400 developed homesites. These communities are located in New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana, Michigan and Maryland. In addition, the Company owns a portfolio of REIT securities.

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UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 17

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. The risks and uncertainties 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.

Note:

(1)	Non-GAAP Information: We assess and measure our overall operating results based upon an industry performance measure referred to as Funds From Operations (“FFO”), which management believes is a useful indicator of our operating performance. FFO is used by industry analysts and investors as a supplemental operating performance measure of a REIT. FFO, as defined by The National Association of Real Estate Investment Trusts (“NAREIT”), represents Net Income (Loss) Attributable to Common Shareholders, as defined by accounting principles generally accepted in the United States of America (“U.S. GAAP”), excluding extraordinary items, as defined under U.S. GAAP, gains or losses from sales of previously depreciated real estate assets, impairment charges related to depreciable real estate assets, plus certain non-cash items such as real estate asset depreciation and amortization. NAREIT created FFO as a non-U.S. GAAP supplemental measure of REIT operating performance. We define Core Funds From Operations (“Core FFO”) as FFO plus acquisition costs and costs of early extinguishment of debt. We define Normalized Funds From Operations (“Normalized FFO”) as Core FFO excluding gains and losses realized on securities investments and certain non-recurring charges. We define Community NOI as rental and related income less community operating expenses such as real estate taxes, repairs and maintenance, community salaries, utilities, insurance and other expenses. FFO, Core FFO and Normalized FFO, as well as Community NOI, should be considered as supplemental measures of operating performance used by REITs. FFO, Core FFO and Normalized FFO exclude historical cost depreciation as an expense and may facilitate the comparison of REITs which have a different cost basis. However, other REITs may use different methodologies to calculate FFO, Core FFO, Normalized FFO and Community NOI and, accordingly, our FFO, Core FFO, Normalized FFO and Community NOI may not be comparable to all other REITs. The items excluded from FFO, Core FFO and Normalized FFO are significant components in understanding the Company’s financial performance.
	FFO, Core FFO and Normalized FFO (i) do not represent Cash Flow from Operations as defined by U.S. GAAP; (ii) should not be considered as an alternative to net income (loss) as a measure of operating performance or to cash flows from operating, investing and financing activities; and (iii) are not alternatives to cash flow as a measure of liquidity.
	The reconciliation of the Company’s U.S. GAAP net loss to the Company’s FFO, Core FFO and Normalized FFO for the three and six months ended June 30, 2017 and 2016 are calculated as follows:

	Three Months Ended						Six Months Ended
	6/30/17			6/30/16			6/30/17			6/30/16
Net Loss Attributable to Common Shareholders	$	(200,000	)	$	(683,000	)	$	(1,704,000	)	$	(1,566,000	)
Depreciation Expense		6,740,000			5,679,000			13,280,000			11,205,000
Loss on Sales of Depreciable Assets		(13,000	)		45,000			11,000			23,000
FFO and Core FFO Attributable to Common Shareholders		6,527,000			5,041,000			11,587,000			9,662,000
Gain on Sales of Securities, net		(1,020,000	)		(782,000	)		(1,052,000	)		(1,014,000	)
Normalized FFO Attributable to Common Shareholders	$	5,507,000		$	4,259,000		$	10,535,000		$	8,648,000

The diluted weighted shares outstanding used in the calculation of Core FFO per Diluted Common Share and Normalized FFO per Diluted Common Share were 32,279,000 and 31,353,000 shares for the three and six months ended June 30, 2017, respectively, and 27,436,000 and 27,301,000 shares for the three and six months ended June 30, 2016, respectively. Common stock equivalents resulting from stock options in the amount of 510,000 and 465,000 shares for the three and six months ended June 30, 2017, respectively, and 122,000 and 79,000 shares for the three and six months ended June 30, 2016, respectively, are included in the diluted weighted shares outstanding. Common stock equivalents were excluded from the computation of the Diluted Net Loss per Share as their effect would be anti-dilutive.

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UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 18

The following are the cash flows provided (used) by operating, investing and financing activities for the six months ended June 30, 2017 and 2016:

	Six Months Ended
		6/30/17			6/30/16
Operating Activities	$	16,646,000		$	11,689,000
Investing Activities		(75,852,000	)		(36,518,000	)
Financing Activities		63,156,000			27,884,000

# # # #

UMH Properties, Inc. │ Second Quarter FY 2017 Supplemental Information 19