UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01. Other Information.
As previously disclosed, UMH Properties, Inc. (the “Company”) redeemed all of the 9,884,000 issued and outstanding shares of its 6.75% Series C Cumulative Redeemable Preferred Stock, par value $0.10 per share (the “Series C Preferred Stock”), on July 26, 2022.
After the redemption of the Series C Preferred Stock, the Company’s authorized capital stock currently consists of 154,048,469 shares of Common Stock, par value $0.10 per share; 199,331 shares of 8.0% Series B Preferred Stock, par value $0.10 per share; 3,866,000 shares of 6.75% Series C Preferred Stock, par value $0.10 per share; 9,300,000 shares of 6.375% Series D Preferred Stock, par value $0.10 per share (the “Series D Preferred Stock”), and 3,000,000 shares of excess stock, par value $0.10 per share. As of August 25, 2022, the Company’s outstanding capital stock consists of 55,064,802 shares of Common Stock and 8,608,740 shares of Series D Preferred Stock.
Under the Company’s At-the-Market Sales Agreement with B. Riley Securities Inc. (“B. Riley”) dated July 22, 2020, the Company established a preferred stock at-the-market sales program (the “Preferred ATM Program”) under which the Company was permitted, subject to certain conditions, to offer and sell shares of the Company’s Series C Preferred Stock and/or Series D Preferred Stock, having an aggregate sales price of up to $100 million, through B. Riley, as distribution agent. Sales of shares under the Preferred ATM Program are made in “at the market offerings” as defined in Rule 415 under the Securities Act of 1933. Shares sold under the Preferred ATM Program are offered and sold pursuant to the Company’s Prospectus dated June 1, 2020 as supplemented by its Prospectus Supplement dated July 22, 2020. A total of $87.8 million of the Company’s Series C Preferred Stock and Series D Preferred Stock has been sold to date under the Preferred ATM Program since the program was launched in 2020. Although the provisions of the Company’s Charter authorize the Company to issue new shares of Series C Preferred Stock, the Company does not intend to issue any new shares of Series C Preferred Stock. Therefore, a total of $12.2 million in aggregate sales price of Series D Preferred Stock remains eligible for sale under the Preferred ATM Program as of August 25, 2022.
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.
Date: August 25, 2022 | UMH PROPERTIES, INC. | |
By: | /s/ Anna T. Chew | |
Name: | Anna T. Chew | |
Title: | Vice President and Chief Financial Officer |
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