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 4, 2021

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of exchange on which registered
Common Stock, $.10 par value	UMH	New York Stock Exchange
6.75% Series C Cumulative Redeemable Preferred Stock, $.10 par value	UMH PRC	New York Stock Exchange
6.375% Series D Cumulative Redeemable Preferred Stock, $.10 par value	UMH PRD	New York Stock Exchange

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 4, 2021, UMH Properties, Inc. issued a press release announcing the results for the second quarter June 30, 2021, and disclosed a supplemental information package in connection with its earnings conference call for the second quarter June 30, 2021. 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;

●  risks and uncertainties related to the COVID-19 pandemic;

● 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;

● increases in commodity prices and the cost of purchasing manufactured homes;

● our ability to purchase manufactured homes for rental or sale; 

● 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;

2

● 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 June 30, 2021 and press release dated August 4, 2021.

3

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 4, 2021	By:	/s/ Anna T. Chew
	Name:	Anna T. Chew
	Title:	Vice President and Chief Financial Officer

4

EX-99

Exhibit 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 (Loss) to Adjusted EBITDA and Net Income (Loss) Attributable to Common Shareholders to FFO and Normalized FFO	7
Market Capitalization, Debt and Coverage Ratios	8
Debt Analysis	9
Debt Maturity	10
Securities Portfolio Performance	11
Property Summary and Snapshot	12
Same Property Statistics	13
Acquisition Summary and Property Portfolio	14
Definitions	15
Press Release Dated August 4, 2021	16

Certain information in this Supplemental Information Package contains Non-GAAP financial measures. These Non-GAAP financial measures are REIT industry financial measures that are not calculated in accordance with accounting principles generally accepted in the United States of America. Please see page 15 for a definition of these Non-GAAP financial measures and page 7 for the reconciliation of certain captions in the Supplemental Information Package to the statement of operations as reported in the Company’s filings with the SEC on Form 10-Q.

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 2

Financial Highlights

(dollars in thousands except per share amounts) (unaudited)

	Three Months Ended						Six Months Ended
	6/30/2021			6/30/2020			6/30/2021			6/30/2020
Operating Information
Number of Communities								127			122
Number of Sites								23,983			23,100
Rental and Related Income	$	39,341		$	35,051		$	78,054		$	69,409
Community Operating Expenses	$	17,045		$	15,438		$	34,182		$	30,946
Community NOI	$	22,296		$	19,613		$	43,872		$	38,463
Expense Ratio		43.3	%		44.0	%		43.8	%		44.6	%
Sales of Manufactured Homes	$	9,618		$	5,033		$	14,037		$	8,248
Number of Homes Sold		120			82			193			144
Number of Rentals Added		134			218			352			367
Net Income (Loss)	$	16,003		$	18,325		$	29,881		$	(16,423	)
Net Income (Loss) Attributable to Common Shareholders	$	8,403		$	10,235		$	15,242		$	(32,603	)
Adjusted EBITDA	$	22,961		$	19,474		$	42,519		$	38,064
FFO Attributable to Common Shareholders	$	9,855		$	7,135		$	18,236		$	13,224
Normalized FFO Attributable to Common Shareholders	$	10,281		$	7,135		$	18,982		$	13,224
Shares Outstanding and Per Share Data
Weighted Average Shares Outstanding
Basic		45,476			41,210			44,056			41,195
Diluted		46,628			41,526			45,008			41,195
Net Income (Loss) Attributable to Common Shareholders per Share –
Basic and Diluted	$	0.18		$	0.25		$	0.34		$	(0.79	)
FFO per Share- Diluted	$	0.21		$	0.17		$	0.41		$	0.32
Normalized FFO per Share- Diluted	$	0.22		$	0.17		$	0.42		$	0.32
Dividends per Common Share	$	0.19		$	0.18		$	0.38		$	0.36
Balance Sheet
Total Assets							$	1,211,863		$	1,023,237
Total Liabilities							$	559,402		$	458,507
Market Capitalization
Total Debt, Net of Unamortized Debt Issuance Costs							$	529,724		$	435,765
Equity Market Capitalization							$	1,033,997		$	534,018
Series B Preferred Stock							$	-0-		$	95,017
Series C Preferred Stock							$	247,100		$	243,750
Series D Preferred Stock							$	215,219		$	130,267
Total Market Capitalization							$	2,026,040		$	1,438,816

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 3

Consolidated Balance Sheets

(in thousands except per share amounts)

	June 30,			December 31,
	2021			2020
	(unaudited)
ASSETS
Investment Property and Equipment
Land	$	74,928		$	73,704
Site and Land Improvements		681,814			656,721
Buildings and Improvements		28,480			28,153
Rental Homes and Accessories		369,054			349,905
Total Investment Property		1,154,276			1,108,483
Equipment and Vehicles		23,244			22,572
Total Investment Property and Equipment		1,177,520			1,131,055
Accumulated Depreciation		(294,118	)		(272,823	)
Net Investment Property and Equipment		883,402			858,232
Other Assets
Cash and Cash Equivalents		90,096			15,336
Marketable Securities at Fair Value		115,429			103,172
Inventory of Manufactured Homes		23,453			25,450
Notes and Other Receivables, net		51,406			46,414
Prepaid Expenses and Other Assets		18,301			19,984
Land Development Costs		29,776			20,825
Total Other Assets		328,461			231,181
TOTAL ASSETS	$	1,211,863		$	1,089,413
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities
Mortgages Payable, net of unamortized debt issuance costs	$	466,214		$	471,477
Other Liabilities
Accounts Payable		5,614			4,390
Loans Payable, net of unamortized debt issuance costs		63,510			87,009
Accrued Liabilities and Deposits		16,217			17,296
Tenant Security Deposits		7,847			7,433
Total Other Liabilities		93,188			116,128
Total Liabilities		559,402			587,605
COMMITMENTS AND CONTINGENCIES
Shareholders’ Equity:
Series C- 6.75% Cumulative Redeemable Preferred Stock, par value $0.10 per share; 13,750 shares authorized; 9,884 issued and outstanding as of June 30, 2021 and December 31, 2020		247,100			247,100
Series D - 6.375% Cumulative Redeemable Preferred Stock, par value $0.10 per share; 9,300 shares authorized; 8,609 and 6,434 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively		215,219			160,854
Common Stock – $0.10 par value per share: 140,364 shares authorized; 47,387 and 41,920 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively		4,739			4,192
Excess Stock – $0.10 par value per share: 3,000 shares authorized; no shares issued or outstanding as of June 30, 2021 and December 31, 2020		-0-			-0-
Additional Paid-In Capital		210,767			115,026
Undistributed Income (Accumulated Deficit)		(25,364	)		(25,364	)
Total Shareholders’ Equity		652,461			501,808
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	1,211,863		$	1,089,413

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 4

Consolidated Statements of Income (Loss)

(in thousands except per share amounts) (unaudited)

	Three Months Ended						Six Months Ended
	6/30/2021			6/30/2020			6/30/2021			6/30/2020
INCOME:
Rental and Related Income	$	39,341		$	35,051		$	78,054		$	69,409
Sales of Manufactured Homes		9,618			5,033			14,037			8,248
TOTAL INCOME		48,959			40,084			92,091			77,657
EXPENSES:
Community Operating Expenses		17,045			15,438			34,182			30,946
Cost of Sales of Manufactured Homes		7,017			3,617			10,488			6,018
Selling Expenses		1,362			1,279			2,493			2,376
General and Administrative Expenses		3,339			2,742			6,780			5,328
Depreciation Expense		11,184			10,272			22,192			20,499
TOTAL EXPENSES		39,947			33,348			76,135			65,167
OTHER INCOME (EXPENSE):
Interest Income		792			691			1,609			1,408
Dividend Income		1,287			1,555			2,589			3,298
Gain (Loss) on Sales of Marketable Securities, net		436			-0-			(294	)		-0-
Increase (Decrease) in Fair Value of Marketable Securities		9,291			13,411			19,510			(25,182	)
Other Income		152			166			299			329
Interest Expense		(4,972	)		(4,195	)		(9,770	)		(8,620	)
TOTAL OTHER INCOME (EXPENSE)		6,986			11,628			13,943			(28,767	)
Income (Loss) before Gain (Loss) on Sales of Investment Property and Equipment		15,998			18,364			29,899			(16,277	)
Gain (Loss) on Sales of Investment Property and Equipment		5			(39	)		(18	)		(146	)
NET INCOME (LOSS)		16,003			18,325			29,881			(16,423	)
Less: Preferred Dividends		(7,600	)		(8,090	)		(14,639	)		(16,180	)
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS	$	8,403		$	10,235		$	15,242		$	(32,603	)
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDER PER SHARE – Basic and Diluted	$	0.18		$	0.25		$	0.34		$	(0.79	)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic		45,476			41,210			44,056			41,195
Diluted		46,628			41,526			45,008			41,195

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 5

Consolidated Statements of Cash Flows

(in thousands) (unaudited)

	Six Months Ended
	6/30/2021			6/30/2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss)	$	29,881		$	(16,423	)
Non-Cash Items Included in Net Income (Loss):
Depreciation		22,192			20,499
Amortization of Financing Costs		450			410
Stock Compensation Expense		1,524			887
Provision for Uncollectible Notes and Other Receivables		631			740
Loss on Sales of Marketable Securities, net		294			-0-
(Increase) Decrease in Fair Value of Marketable Securities		(19,510	)		25,182
Loss on Sales of Investment Property and Equipment		18			146
Changes in Operating Assets and Liabilities:
Inventory of Manufactured Homes		1,997			4,209
Notes and Other Receivables, net of notes acquired with acquisitions		(5,422	)		(3,359	)
Prepaid Expenses and Other Assets		589			(2,270	)
Accounts Payable		1,224			(285	)
Accrued Liabilities and Deposits		(1,078	)		820
Tenant Security Deposits		414			436
Net Cash Provided by Operating Activities		33,203			30,992
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Manufactured Home Communities		(18,926	)		-0-
Purchase of Investment Property and Equipment		(29,908	)		(37,666	)
Proceeds from Sales of Investment Property and Equipment		1,253			1,124
Additions to Land Development Costs		(8,951	)		(7,457	)
Purchase of Marketable Securities		(9	)		(690	)
Proceeds from Sales of Marketable Securities		6,968			-0-
Net Cash Used in Investing Activities		(49,573	)		(44,689	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net Payments from Short-Term Borrowings		(23,615	)		(17,733	)
Principal Payments of Mortgages		(5,597	)		(4,256	)
Proceeds from At-The-Market Preferred Equity Program, net of Offering Costs		53,213			63,132
Proceeds from At-The-Market Common Equity Program, net of Offering Costs		84,702			-0-
Proceeds from Issuance of Common Stock in the DRIP, net of Dividend Reinvestments		3,553			1,670
Repurchase of Preferred Stock, net		-0-			(12	)
Repurchase of Common Stock, net		-0-			(1,830	)
Proceeds from Exercise of Stock Options		7,311			306
Preferred Dividends Paid		(14,639	)		(16,180	)
Common Dividends Paid, net of Dividend Reinvestments		(14,892	)		(13,159	)
Net Cash Provided by Financing Activities		90,036			11,938
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH		73,666			(1,759	)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD		28,593			18,996
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD	$	102,259		$	17,237

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 6

Reconciliation of Net Income (Loss) to Adjusted EBITDA and Net Income (Loss) Attributable

to Common Shareholders to FFO and Normalized FFO

(in thousands except footnotes) (unaudited)

	Three Months Ended						Six Months Ended
	6/30/2021			6/30/2020			6/30/2021			6/30/2020
Reconciliation of Net Income (Loss) to Adjusted EBITDA
Net Income (Loss)	$	16,003		$	18,325		$	29,881		$	(16,423	)
Interest Expense		4,972			4,195			9,770			8,620
Franchise Taxes		93			93			186			186
Depreciation Expense		11,184			10,272			22,192			20,499
(Increase) Decrease in Fair Value of Marketable Securities		(9,291	)		(13,411	)		(19,510	)		25,182
Adjusted EBITDA	$	22,961		$	19,474		$	42,519		$	38,064
Reconciliation of Net Income (Loss) Attributable to Common Shareholders to Funds from Operations
Net Income (Loss) Attributable to Common Shareholders	$	8,403		$	10,235		$	15,242		$	(32,603	)
Depreciation Expense		11,184			10,272			22,192			20,499
(Gain) Loss on Sales of Depreciable Assets		(5	)		39			18			146
(Increase) Decrease in Fair Value of Marketable Securities		(9,291	)		(13,411	)		(19,510	)		25,182
(Gain) Loss on Sales of Marketable Securities, net		(436	)		-0-			294			-0-
Funds from Operations (“FFO”)		9,855			7,135			18,236			13,224
Adjustments:
Non- Recurring Other Expense (1)		426			-0-			746			-0-
Normalized Funds from Operations (“Normalized FFO”)	$	10,281		$	7,135		$	18,982		$	13,224

(1) Consists of special bonus and restricted stock grants for the August 2020 groundbreaking Fannie Mae financing, which is being expensed over the vesting period.

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 7

Market Capitalization, Debt and Coverage Ratios

(in thousands except per share amounts) (unaudited)

	Six Months Ended						Year Ended
	6/30/2021			6/30/2020			12/31/2020
Shares Outstanding		47,387			41,301			41,919
Market Price Per Share	$	21.82		$	12.93		$	14.81
Equity Market Capitalization	$	1,033,997		$	534,018		$	620,819
Total Debt		529,724			435,765			558,486
Preferred		462,319			469,034			407,954
Total Market Capitalization	$	2,026,040		$	1,438,817		$	1,587,259
Total Debt	$	529,724		$	435,765		$	558,486
Less: Cash and Cash Equivalents		(90,096	)		(10,970	)		(15,336	)
Net Debt		439,628			424,795			543,150
Less: Marketable Securities at Fair Value (“Securities”)		(115,429	)		(91,694	)		(103,172	)
Net Debt Less Securities	$	324,199		$	333,101		$	439,978
Interest Expense	$	9,770		$	8,620		$	18,287
Capitalized Interest		693			547			1,253
Preferred Dividends		14,639			16,180			31,943
Total Fixed Charges	$	25,102		$	25,347		$	51,483
Adjusted EBITDA	$	42,519		$	38,064		$	79,450
Debt and Coverage Ratios
Net Debt / Total Market Capitalization		21.7	%		29.5	%		34.2	%
Net Debt Plus Preferred / Total Market Capitalization		44.5	%		62.1	%		59.9	%
Net Debt Less Securities / Total Market Capitalization		16.0	%		23.2	%		27.7	%
Net Debt Less Securities Plus Preferred / Total Market Capitalization		38.8	%		55.7	%		53.4	%
Interest Coverage		4.1	x		4.2	x		4.1	x
Fixed Charge Coverage		1.7	x		1.5	x		1.5	x
Net Debt / Adjusted EBITDA		5.2	x		5.6	x		6.8	x
Net Debt Less Securities / Adjusted EBITDA		3.8	x		4.4	x		5.5	x
Net Debt Plus Preferred / Adjusted EBITDA		10.6	x		11.7	x		12.0	x
Net Debt Less Securities Plus Preferred / Adjusted EBITDA		9.2	x		10.5	x		10.7	x

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 8

Debt Analysis

(in thousands) (unaudited)

	Six Months Ended						Year Ended
	6/30/2021			6/30/2020			12/31/2020
Debt Outstanding
Mortgages Payable:
Fixed Rate Mortgages	$	470,693		$	372,788		$	476,390
Unamortized Debt Issuance Costs		(4,479	)		(3,073	)		(4,913	)
Mortgages, Net of Unamortized Debt Issuance Costs	$	466,214		$	369,715		$	471,477
Loans Payable:
Unsecured Line of Credit	$	45,000		$	15,000		$	45,000
Other Loans Payable		18,739			51,311			42,353
Total Loans Before Unamortized Debt Issuance Costs		63,739			66,311			87,353
Unamortized Debt Issuance Costs		(229	)		(261	)		(344	)
Loans, Net of Unamortized Debt Issuance Costs	$	63,510		$	66,050		$	87,009
Total Debt, Net of Unamortized Debt Issuance Costs	$	529,724		$	435,765		$	558,486
% Fixed/Floating
Fixed		88.1	%		85.3	%		84.6	%
Floating		11.9	%		14.7	%		15.4	%
Total		100.0	%		100.0	%		100.0	%
Weighted Average Interest Rates (1)
Mortgages Payable		3.81	%		4.14	%		3.81	%
Loans Payable		2.23	%		2.01	%		2.12	%
Total Average		3.62	%		3.82	%		3.55	%
Weighted Average Maturity (Years) Mortgages Payable		5.5			5.5			6.0

(1) Weighted average interest rates do not include the effect of unamortized debt issuance costs.

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 9

Debt Maturity

(in thousands) (unaudited)

As of 6/30/21:
Fiscal Year Ended	Mortgages			Loans			Total			% of Total
2021	$	2,058		$	7,739		$	9,797			1.8	%
2022		19,112			56,000	(1)		75,112			14.1	%
2023		64,337			-0-			64,337			12.0	%
2024		-0-			-0-			-0-			0.0	%
2025		130,126			-0-			130,126			24.3	%
Thereafter		255,060			-0-			255,060			47.8	%
Total Debt Before Unamortized Debt Issuance Cost		470,693			63,739			534,432			100.0	%
Unamortized Debt Issuance Cost		(4,479	)		(229	)		(4,708	)
Total Debt, Net of Unamortized Debt Issuance Costs	$	466,214		$	63,510		$	529,724

(1) Includes $45 million balance outstanding on the Company’s Line of Credit due November 2022, with an additional
one-year option.

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 10

Securities Portfolio Performance

(in thousands)

Year Ended	Securities Available for Sale		Dividend Income		Net Realized Gain (Loss) on Sale of Securities			Net Realized Gain on Sale of Securities & Dividend Income
2010	$	28,757	$	1,763	$	2,028		$	3,791
2011		43,298		2,512		2,693			5,205
2012		57,325		3,244		4,093			7,337
2013		59,255		3,481		4,056			7,537
2014		63,556		4,066		1,543			5,609
2015		75,011		4,399		204			4,603
2016		108,755		6,636		2,285			8,921
2017		132,964		8,135		1,747			9,882
2018		99,596		10,367		20			10,387
2019		116,186		7,535		-0-			7,535
2020		103,172		5,729		-0-			5,729
2021*		115,429		2,589		(294	)		2,295
			$	60,456	$	18,375		$	78,831

*For the six months ended June 30,2021.

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 11

Property Summary and Snapshot

(unaudited)

	6/30/2021			6/30/2020			% Change
Communities		127			122			4.1	%
Developed Sites		23,983			23,100			3.8	%
Occupied		20,614			19,437			6.1	%
Occupancy %		86.0	%		84.1	%		190	bps
Total Rentals		8,604			7,761			10.9	%
Occupied Rentals		8,253			7,386			11.7	%
Rental Occupancy %		95.9	%		95.2	%		70	bps
Monthly Rent Per Site	$	468		$	454			3.1	%
Monthly Rent Per Home Rental Including Site	$	804		$	777			3.5	%

State	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
			(1)				(1)																		(2)
Alabama		1		33		33		-0-		195		63		32.3	%	$	175		34		18		52.9	%	$	610
Indiana		14		1,105		880		225		3,992		3,471		86.9	%	$	425		1,701		1,641		96.5	%	$	801
Maryland		1		77		10		67		62		61		98.4	%	$	531		-0-		-0-		N/A			N/A
Michigan		3		153		153		-0-		740		626		84.6	%	$	463		261		245		93.9	%	$	795
New Jersey		4		349		187		162		1,006		970		96.4	%	$	661		46		45		97.8	%	$	987
New York		8		674		348		326		1,346		1,163		86.4	%	$	564		439		431		98.2	%	$	939
Ohio		37		1,837		1,384		453		6,932		5,890		85.0	%	$	421		2,548		2,458		96.5	%	$	759
Pennsylvania		51		2,180		1,822		358		7,784		6,640		85.3	%	$	491		2,703		2,579		95.4	%	$	824
South Carolina		1		24		24		-0-		142		63		44.4	%	$	195		30		24		80.0	%	$	548
Tennessee		7		539		293		246		1,784		1,667		93.4	%	$	468		842		812		96.4	%	$	810
Total as of June 30, 2021		127		6,971		5,134		1,837		23,983		20,614		86.0	%	$	468		8,604		8,253		95.9	%	$	804

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

(2) Includes home and site rent charges.

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 12

Same Property Statistics
(in thousands) (unaudited)
	For Three Months Ended									For Six Months Ended
	6/30/2021		6/30/2020		Change		% Change			6/30/2021		6/30/2020		Change		% Change
Community Net Operating Income
Rental and Related Income	$	38,653	$	34,936	$	3,717		10.6	%	$	76,769	$	69,201	$	7,568		10.9	%
Community Operating Expenses (1)		15,742		14,722		1,020		6.9	%		31,255		29,461		1,794		6.1	%
Community NOI	$	22,911	$	20,214	$	2,697		13.3	%	$	45,514	$	39,740	$	5,774		14.5	%

	As of
	6/30/2021			6/30/2020			Change
Total Sites		23,021			23,000			0.1	%
Occupied Sites		20,042			19,384			658 sites, 3.4	%
Occupancy %		87.1	%		84.3	%		280	bps
Number of Properties		122			122			N/A
Total Rentals		8,387			7,702			8.9	%
Occupied Rentals		8,079			7,333			10.2	%
Rental Occupancy		96.3	%		95.2	%		110	bps
Monthly Rent Per Site	$	471		$	454			3.7	%
Monthly Rent Per Home Including Site	$	805		$	777			3.6	%

Same Property includes all properties owned as of January 1, 2020, with the exception of Memphis Blues.

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 13

Acquisition Summary

(dollars in thousands)

At Acquisition:

Year of Acquisition	Number of Communities		Sites		Occupied Sites		Occupancy %			Purchase Price		Price Per Site		Total Acres
2018		6		1,615		1,271		79	%	$	59,093	$	37		494
2019		4		1,495		935		62	%	$	56,237	$	38		247
2020		2		310		197		64	%	$	7,840	$	25		48
2021		3		543		319		59	%	$	18,300	$	34		113

2021 Acquisitions

Community	Date of Acquisition		State		Number of Sites		Purchase Price		Number of Acres		Occupancy
Deer Run		January 8, 2021		AL		195	$	4,555		33		37	%
Iris Winds		January 21, 2021		SC		142		3,445		24		49	%
Bayshore Estates		June 1, 2021		OH		206		10,300		56		86	%
Total as of June 30, 2021						543	$	18,300		113		59	%

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 14

Definitions

Investors and analysts following the real estate industry utilize funds from operations available to common shareholders (“FFO”), normalized funds from operations available to common shareholders (“Normalized FFO”), community NOI, same property NOI, and earnings before interest, taxes, depreciation, amortization and acquisition costs (“Adjusted EBITDA”), variously defined, as supplemental performance measures. While the Company believes net income (loss) available to common shareholders, 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, Adjusted EBITDA, 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. FFO also adjusts for the effects of the change in the fair value of marketable securities and gains and losses realized on marketable securities. Normalized FFO reflects the same assumptions as FFO except that it also adjusts for 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. Adjusted 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, Adjusted EBITDA, 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, the change in the fair value of marketable securities, and the gain or loss on the sale of marketable securities plus certain non-cash items such as real estate asset depreciation and amortization. Included in the NAREIT FFO White Paper - 2018 Restatement, is an option pertaining to assets incidental to our main business in the calculation of NAREIT FFO to make an election to include or exclude gains and losses on the sale of these assets, such as marketable equity securities, and include or exclude mark-to-market changes in the value recognized on these marketable equity securities. In conjunction with the adoption of the FFO White Paper - 2018 Restatement, for all periods presented, we have elected to exclude the gains and losses realized on marketable securities and change in the fair value of marketable securities from our FFO calculation. NAREIT created FFO as a non-GAAP supplemental measure of REIT operating performance.

Normalized FFO is calculated as FFO excluding certain one-time charges.

Normalized FFO per Diluted Common Share is calculated using diluted weighted shares outstanding of 46.6 million and 45.0 million shares for the three and six months ended June 30, 2021, respectively, and 41.5 million and 41.6 million shares for the three and six months ended June 30, 2020, respectively. Common stock equivalents resulting from stock options in the amount of 1.2 million and 952,000 shares for the three and six months ended June 30, 2021, respectively, and 316,000 shares for the three months ended June 30, 2020, are included in the diluted weighted shares outstanding. Common stock equivalents resulting from stock options in the amount of 356,000 shares for the six months ended June 30, 2020 were excluded from the computation of the Diluted Net Income (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, 2020, with the exception of Memphis Blues.

Adjusted EBITDA is calculated as net income (loss) plus interest expense, franchise taxes, depreciation, and the change in the fair value of marketable securities.

Community NOI, Same Property NOI, Adjusted EBITDA, 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, Adjusted EBITDA, FFO and Normalized FFO should not be considered as substitutes for net income (loss) 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, Adjusted EBITDA, 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 2021 Supplemental Information 15

Press Release Dated August 4, 2021

FOR IMMEDIATE RELEASE	August 4, 2021
	Contact: Nelli Madden
	732-577-9997

UMH PROPERTIES, INC. REPORTS RESULTS FOR THE SECOND QUARTER ENDED

JUNE 30, 2021

FREEHOLD, NJ, August 4, 2021........ UMH Properties, Inc. (NYSE:UMH) reported Total Income for the quarter ended June 30, 2021 of $49.0 million as compared to $40.1 million for the quarter ended June 30, 2020, representing an increase of 22%. Net Income Attributable to Common Shareholders amounted to $8.4 million or $0.18 per diluted share for the quarter ended June 30, 2021 as compared to Net Income of $10.2 million or $0.25 per diluted share for the quarter ended June 30, 2020.

Funds from Operations Attributable to Common Shareholders (“FFO”), was $9.9 million or $0.21 per diluted share for the quarter ended June 30, 2021 as compared to $7.1 million or $0.17 per diluted share for the quarter ended June 30, 2020. Normalized Funds from Operations Attributable to Common Shareholders (“Normalized FFO”), was $10.3 million or $0.22 per diluted share for the quarter ended June 30, 2021, as compared to $7.1 million or $0.17 per diluted share for the quarter ended June 30, 2020.

A summary of significant financial information for the three and six months ended June 30, 2021 and 2020 is as follows (in thousands except per share amounts):

	For the Three Months Ended
	June 30,
	2021		2020
Total Income	$	48,959	$	40,084
Total Expenses	$	39,947	$	33,348
Increase in Fair Value of Marketable Securities	$	9,291	$	13,411
Net Income Attributable to Common Shareholders	$	8,403	$	10,235
Net Income Attributable to Common Shareholders per Diluted Common Share	$	0.18	$	0.25
FFO (1)	$	9,855	$	7,135
FFO (1) per Diluted Common Share	$	0.21	$	0.17
Normalized FFO (1)	$	10,281	$	7,135
Normalized FFO (1) per Diluted Common Share	$	0.22	$	0.17
Diluted Weighted Average Shares Outstanding		46,628		41,526

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 16

	For the Six Months Ended
	June 30,
	2021		2020
Total Income	$	92,091	$	77,657
Total Expenses	$	76,135	$	65,167
Increase (Decrease) in Fair Value of Marketable Securities	$	19,510	$	(25,182	)
Net Income (Loss) Attributable to Common Shareholders	$	15,242	$	(32,603	)
Net Income (Loss) Attributable to Common Shareholders per Diluted Common Share	$	0.34	$	(0.79	)
FFO (1)	$	18,236	$	13,224
FFO (1) per Diluted Common Share	$	0.41	$	0.32
Normalized FFO (1)	$	18,982	$	13,224
Normalized FFO (1) per Diluted Common Share	$	0.42	$	0.32
Diluted Weighted Average Shares Outstanding		45,008		41,195

A summary of significant balance sheet information as of June 30, 2021 and December 31, 2020 is as follows (in thousands):

	June 30, 2021		December 31, 2020
Gross Real Estate Investments	$	1,154,276	$	1,108,483
Marketable Securities at Fair Value	$	115,429	$	103,172
Total Assets	$	1,211,863	$	1,089,413
Mortgages Payable, net	$	466,214	$	471,477
Loans Payable, net	$	63,510	$	87,009
Total Shareholders’ Equity	$	652,461	$	501,808

Samuel A. Landy, President and CEO, commented on the results of the second quarter of 2021.

“UMH continues to operate on all cylinders. During the quarter, we:

● Increased Rental and Related Income by 12%;

● Increased Community Net Operating Income (“NOI”) by 14%;

● Increased Normalized Funds from Operations (“Normalized FFO”) by 44% and Normalized FFO per share by 29%;

● Improved our Operating Expense ratio by 70 basis points to 43.3%;

● Increased Same Property NOI by 15%;

● Increased Same Property Occupancy by 280 basis points from 84.3% to 87.1%;

● Increased our rental home portfolio by 352 homes from yearend 2020 to approximately 8,600 total rental homes, representing an increase of 4%;

● Increased rental home occupancy by 130 basis points from 94.6% at yearend 2020 to 95.9% at quarter end;

● Increased Sales of Manufactured Homes by 91%;

● Acquired one community containing approximately 206 homesites for a total cost of approximately $10.3 million;

● Increased our Total Market Capitalization by 41% year over year to $2.0 billion at quarter end;

● Increased our Equity Market Capitalization by 94% year over year to 1.0 billion at quarter end;

● Issued and sold approximately 3.9 million shares of Common Stock through an At-the-Market Sale Program for our Common Stock at a weighted average price of $20.37 per share, generating gross proceeds of $79.3 million and net proceeds of $78.1 million, after offering expenses;

● Issued and sold, through At-the-Market Sale Programs for our Preferred Stock, 911,000 shares of Series D Preferred Stock at a weighted average price of $24.93 per share, generating total gross proceeds of $22.7 million and total net proceeds of $22.3 million, after offering expenses;

● Reduced the weighted average interest rate on our mortgages payable from 4.1% to 3.8% year over year; and

● Reduced our Net Debt to Total Market Capitalization from 34% at yearend 2020 to 22% at quarter end.”

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 17

Mr. Landy stated, “Our portfolio of manufactured housing communities continues to benefit from the solid fundamentals exhibited by the overall housing market. These fundamentals are driving exceptional demand for sales and rentals. Year over year, same property occupancy increased 280 basis points, to 87.1%, or 658 overall units. Sales for the quarter increased 91% over last year resulting in a sales profit of approximately $1 million for the quarter. These operating metrics have resulted in same property double digit NOI growth for the 7^th quarter in a row.”

“Our operating and financial performance is now translating to the bottom line. Normalized FFO for the quarter was $0.22, an increase of 10% sequentially and 29% year over year. Our success is now starting to be recognized by the investment community. During the quarter, we reached an all time high common stock price of $23.31 and surpassed an equity market capitalization of $1 billion. Achieving this milestone should result in greater investor interest which will benefit the company and all of our shareholders. Our reduced cost of capital opens the door for additional acquisitions and development opportunities that were not previously available to us.”

“We still have the ability to organically grow earnings by filling our 3,400 vacant sites, developing expansions on our 1,800 vacant acres, earning sales profits and financing home sales. While these growth opportunities are significant, we also have the opportunity to refinance our $247 million 6.75% Series C preferred stock and our $215 million 6.375% Series D perpetual preferred stock in July of 2022 and January of 2023, respectively. Refinancing with a 4% cost of capital will result in earnings growth of approximately $0.14 on the Series C and $0.11 on the Series D.”

“UMH has a 53-year history of successfully navigating business cycles and profitably providing affordable housing. We thank our dedicated team members and investors for bringing us to this milestone.”

UMH Properties, Inc. will host its Second Quarter 2021 Financial Results Webcast and Conference Call. Senior management will discuss the results, current market conditions and future outlook on Thursday, August 5, 2021 at 10:00 a.m. Eastern Time.

The Company’s 2021 second quarter financial results being released herein will be available on the Company’s website at www.umh.reit in the “Financials” section.

To participate in the webcast, select the webcast icon on the homepage of the Company’s website at www.umh.reit, in the Upcoming Events section. 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 Thursday, August 5, 2021. It will be available until November 1, 2021 and can be accessed by dialing toll free 877-344-7529 (domestically) and 412-317-0088 (internationally) and entering the passcode 10157187. A transcript of the call and the webcast replay will be available at the Company’s website, www.umh.reit.

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 18

UMH Properties, Inc., which was organized in 1968, is a public equity REIT that owns and operates 127 manufactured home communities containing approximately 24,000 developed homesites. These communities are located in New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana, Michigan, Maryland, Alabama and South Carolina. 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. 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 Attributable to Common Shareholders (“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, the change in the fair value of marketable securities, and the gain or loss on the sale of marketable securities plus certain non-cash items such as real estate asset depreciation and amortization. Included in the NAREIT FFO White Paper - 2018 Restatement, is an option pertaining to assets incidental to our main business in the calculation of NAREIT FFO to make an election to include or exclude gains and losses on the sale of these assets, such as marketable equity securities, and include or exclude mark-to-market changes in the value recognized on these marketable equity securities. In conjunction with the adoption of the FFO White Paper - 2018 Restatement, for all periods presented, we have elected to exclude the gains and losses realized on marketable securities investments and the change in the fair value of marketable securities from our FFO calculation. NAREIT created FFO as a non-U.S. GAAP supplemental measure of REIT operating performance. We define Normalized Funds from Operations Attributable to Common Shareholders (“Normalized FFO”), as FFO excluding certain one-time charges. FFO and Normalized FFO should be considered as supplemental measures of operating performance used by REITs. 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 and Normalized FFO and, accordingly, our FFO and Normalized FFO may not be comparable to all other REITs. The items excluded from FFO and Normalized FFO are significant components in understanding the Company’s financial performance.

FFO and Normalized FFO (i) do not represent Cash Flow from Operations as defined by U.S. GAAP; (ii) should not be considered as alternatives 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 and Normalized FFO for the three and six months ended June 30, 2021 and 2020 are calculated as follows (in thousands):

	Three Months Ended						Six Months Ended
	6/30/21			6/30/20			6/30/21			6/30/20
Net Income (Loss) Attributable to Common Shareholders	$	8,403		$	10,235			15,242		$	(32,603	)
Depreciation Expense		11,184			10,272			22,192			20,499
(Gain) Loss on Sales of Depreciable Assets		(5	)		39			18			146
(Increase) Decrease in Fair Value of Marketable Securities		(9,291	)		(13,411	)		(19,510	)		25,182
(Gain) Loss on Sales of Marketable Securities, net		(436	)		-0-			294			-0-
FFO Attributable to Common Shareholders		9,855			7,135			18,236			13,224
Non- Recurring Other Expense (2)		426			-0-			746			-0-
Normalized FFO Attributable to Common Shareholders	$	10,281		$	7,135		$	18,982		$	13,224

The diluted weighted shares outstanding used in the calculation of FFO per Diluted Common Share and Normalized FFO per Diluted Common Share were 46.6 million and 45.0 million shares for the three and six months ended June 30, 2021, respectively, and 41.5 million and 41.6 million shares for the three and six months ended June 30, 2020, respectively. Common stock equivalents resulting from stock options in the amount of 1.2 million and 952,000 shares for the three and six months ended June 30, 2021 and 316,000 shares for the three months ended June 30, 2020, are included in the diluted weighted shares outstanding. Common stock equivalents resulting from stock options in the amount of 356,000 shares for the six months ended June 30, 2020 were excluded from the computation of the Diluted Net Income (Loss) per Share as their effect would be anti-dilutive.

The following are the cash flows provided (used) by operating, investing and financing activities for the six months ended June 30, 2021 and 2020 (in thousands):

	2021			2020
Operating Activities	$	33,203		$	30,992
Investing Activities		(49,573	)		(44,689	)
Financing Activities		90,036			11,938

(2) Consists of special bonus and restricted stock grants for the August 2020 groundbreaking Fannie Mae financing, which is being expensed over the vesting period.

# # # #

UMH Properties, Inc. | Second Quarter FY 2021 Supplemental Information 19

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Cover	Aug. 04, 2021
Affiliate, Collateralized Security [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 04, 2021
Entity File Number	001-12690
Entity Registrant Name	UMH Properties, Inc.
Entity Central Index Key	0000752642
Entity Tax Identification Number	22-1890929
Entity Incorporation, State or Country Code	MD
Entity Address, Address Line One	Juniper Business Plaza
Entity Address, Address Line Two	3499 Route 9 North
Entity Address, Address Line Three	Suite 3-C
Entity Address, City or Town	Freehold
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07728
City Area Code	(732)
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Title of 12(b) Security	6.75% Series C Cumulative Redeemable Preferred Stock, $.10 par value
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6.375% Series D Cumulative Redeemable Preferred Stock, $.10 par value
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