8-K

UMH PROPERTIES, INC. (UMH)

8-K 2023-05-09 For: 2023-05-09
View Original
Added on April 09, 2026

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

Dateof Report (Date of earliest event reported): May 9, 2023

UMHProperties, Inc.

(Exact name of registrant as specified in its charter)

Maryland 001-12690 22-1890929
(State<br> or other jurisdiction (Commission (IRS<br> Employer
of<br> incorporation) File<br> Number) Identification<br>No.)
Juniper Business Plaza, 3499 Route 9 North, Suite 3-C, Freehold, NJ 07728
--- ---
(Address<br> of principal executive offices) (Zip<br> Code)

Registrant’stelephone number, including area code: (732) 577-9997

NotApplicable

(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<br>communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting<br>material pursuant to Rule 14a- 12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement<br>communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement<br>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<br> of each class Trading<br> Symbol(s) Name<br> of exchange on which registered
Common<br> Stock, $0.10 par value UMH New<br> York Stock Exchange
6.375%<br> Series D Cumulative Redeemable Preferred Stock, $0.10 par value UMH<br> PRD New<br> 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 May 9, 2023, UMH Properties, Inc. issued a press release announcing the results for the first quarter March 31, 2023 and disclosed a supplemental information package in connection with its earnings conference call for the first quarter March 31, 2023. 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<br> in the real estate market conditions and general economic conditions;
risks<br> and uncertainties related to the COVID-19 pandemic or other highly infectious or contagious<br> diseases;
the<br> inherent risks associated with owning real estate, including local real estate market conditions,<br> governing laws and regulations affecting manufactured housing communities and illiquidity<br> of real estate investments;
increased<br> competition in the geographic areas in which we own and operate manufactured housing communities;
our<br> ability to continue to identify, negotiate and acquire manufactured housing communities and/or<br> vacant land which may be developed into manufactured housing communities on terms favorable<br> to us;
our<br> ability to maintain or increase rental rates and occupancy levels;
changes<br> in market rates of interest;
inflation<br> and increases in costs, including personnel, insurance and the cost of purchasing<br> manufactured homes;
our<br> ability to purchase manufactured homes for rental or sale;
our<br> ability to repay debt financing obligations;
our<br> ability to refinance amounts outstanding under our credit facilities at maturity on terms<br> favorable to us;
| 2 |

| --- | | ● | our<br> ability to comply with certain debt covenants; | | --- | --- | | ● | our<br> ability to integrate acquired properties and operations into existing operations; | | ● | the<br> availability of other debt and equity financing alternatives; | | ● | continued<br> ability to access the debt or equity markets; | | ● | the<br> loss of any member of our management team; | | ● | our<br> ability to maintain internal controls and processes to ensure all transactions are accounted<br> for properly, all relevant disclosures and filings are timely made in a timely manner<br> in accordance with all rules and regulations, and any potential fraud or embezzlement<br> is thwarted or detected; | | ● | the<br> ability of manufactured home buyers to obtain financing; | | ● | the<br> level of repossessions by manufactured home lenders; | | ● | market<br> conditions affecting our investment securities; | | ● | changes<br> in federal or state tax rules or regulations that could have adverse tax consequences; and | | ● | our<br> 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<br> information package for the first quarter March 31, 2023 and press release dated May 9, 2023. | | --- | --- | | 104 | Cover<br> Page Interactive Data File (embedded within the Inline XBRL document) |

| 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:<br> May 9, 2023 By: /s/ Anna T. Chew
Name: Anna<br> T. Chew
Title: Executive<br> Vice President<br> and Chief Financial Officer
| 4 |

| --- |

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<br> of Net Income (Loss) to Adjusted EBITDA excluding Non-Recurring Other Expense and Net Loss Attributable to Common Shareholders<br> 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
Acquisitions<br> Summary and Property Portfolio 14
Definitions 15
Press Release Dated May 9, 2023 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. | First Quarter FY 2023 Supplemental Information | 2 |

| --- | --- |

FinancialHighlights

(dollarsin thousands except per share amounts) (unaudited)

Three Months Ended
March 31, 2023 March 31, 2022
Operating Information
Number of Communities 135 128
Number of Sites 25,738 24,118
Rental and Related Income $ 45,305 $ 41,577
Community Operating Expenses $ 20,088 $ 18,071
Community NOI $ 25,217 $ 23,506
Expense Ratio 44.3 % 43.5 %
Sales of Manufactured Homes $ 7,302 $ 4,291
Number of Homes Sold 83 61
Number of Rentals Added 230 52
Net Income (Loss) $ (1,501 ) $ 3,275
Net Loss Attributable to Common Shareholders $ (5,297 ) $ (4,325 )
Adjusted EBITDA excluding Non-Recurring Other Expense $ 23,461 $ 22,116
FFO Attributable to Common Shareholders $ 10,640 $ 8,544
Normalized FFO Attributable to Common Shareholders $ 11,720 $ 10,413
Shares Outstanding and Per Share Data
Weighted Average Shares Outstanding
Basic 59,085 52,301
Diluted 59,085 52,301
Net Loss Attributable to Common Shareholders per Share-
Basic and Diluted $ (0.09 ) $ (0.09 )
FFO per Share-
Diluted $ 0.18 $ 0.16
Normalized FFO per Share-
Diluted $ 0.20 $ 0.19
Dividends per Common Share $ 0.205 $ 0.20
Balance Sheet
Total Assets $ 1,370,341 $ 1,413,826
Total Liabilities $ 778,947 $ 644,212
Market Capitalization
Total Debt, Net of Unamortized Debt Issuance Costs $ 751,464 $ 615,161
Equity Market Capitalization $ 887,162 $ 1,315,564
Series C Preferred Stock $ -0- $ 247,100
Series D Preferred Stock $ 247,237 $ 215,219
Total Market Capitalization $ 1,885,863 $ 2,393,044
| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 3 |

| --- | --- |

ConsolidatedBalance Sheets

(in thousands except per share amounts)

December 31,
2022
ASSETS
Investment Property and Equipment
Land 87,286 $ 86,619
Site and Land Improvements 855,490 846,218
Buildings and Improvements 35,956 35,933
Rental Homes and Accessories 441,535 422,818
Total Investment Property 1,420,267 1,391,588
Equipment and Vehicles 27,247 26,721
Total Investment Property and Equipment 1,447,514 1,418,309
Accumulated Depreciation (375,830 ) (363,098 )
Net Investment Property and Equipment 1,071,684 1,055,211
Other Assets
Cash and Cash Equivalents 32,858 29,785
Marketable Securities at Fair Value 39,285 42,178
Inventory of Manufactured Homes 88,342 88,468
Notes and Other Receivables, net 70,146 67,271
Prepaid Expenses and Other Assets 15,517 20,011
Land Development Costs 28,743 23,250
Investment in Joint Venture 23,766 18,422
Total Other Assets 298,657 289,385
TOTAL ASSETS 1,370,341 $ 1,344,596
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities
Mortgages Payable, net of unamortized debt issuance costs 460,943 $ 508,938
Other Liabilities
Accounts Payable 6,020 6,387
Loans Payable, net of unamortized debt issuance costs 191,102 153,531
Series A Bonds, net of unamortized debt issuance costs 99,419 99,207
Accrued Liabilities and Deposits 12,741 16,852
Tenant Security Deposits 8,722 8,485
Total Other Liabilities 318,004 284,462
Total Liabilities 778,947 793,400
COMMITMENTS AND CONTINGENCIES
Shareholders’ Equity:
Series D- 6.375% Cumulative Redeemable Preferred Stock, 0.10 par value per share; 13,700 and 9,300 shares authorized as of<br> March 31, 2023 and December 31, 2022, respectively; 9,889 and 9,015 shares issued and outstanding as of March 31, 2023 and December<br> 31, 2022, respectively 247,237 225,379
Common Stock- 0.10 par value per share: 149,648 and 154,048 shares authorized as of March 31, 2023 and December 31, 2022,<br> respectively; 59,984 and 57,595 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively 5,998 5,760
Excess Stock- 0.10 par value per share: 3,000 shares authorized; no shares issued or outstanding as of March 31, 2023 and<br> December 31, 2022 -0- -0-
Additional Paid-In Capital 361,331 343,189
Undistributed Income (Accumulated Deficit) (25,364 ) (25,364 )
Total UMH Properties, Inc. Shareholders’ Equity 589,202 548,964
Non-Controlling Interest in Consolidated Subsidiaries 2,192 2,232
Total Shareholders’ Equity 591,394 551,196
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY 1,370,341 $ 1,344,596

All values are in US Dollars.

| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 4 |

| --- | --- |

ConsolidatedStatements of Income (Loss)

(inthousands except per share amounts) (unaudited)

Three<br> Months Ended
March<br> 31, 2023 March<br> 31, 2022
INCOME:
Rental and Related<br> Income $ 45,305 $ 41,577
Sales<br> of Manufactured Homes 7,302 4,291
TOTAL<br> INCOME 52,607 45,868
EXPENSES:
Community Operating Expenses 20,088 18,071
Cost of Sales of Manufactured<br> Homes 4,985 2,983
Selling Expenses 1,812 1,155
General and Administrative<br> Expenses 4,982 3,898
Depreciation<br> Expense 13,373 11,717
TOTAL<br> EXPENSES 45,240 37,824
OTHER INCOME<br> (EXPENSE):
Interest Income 1,138 910
Dividend Income 706 780
Gain (Loss) on Sales of Marketable<br> Securities, net (42 ) 30,721
Decrease in Fair Value of<br> Marketable Securities (2,395 ) (31,750 )
Other Income 328 220
Loss on Investment in Joint<br> Venture (305 ) (121 )
Interest<br> Expense (8,330 ) (5,487 )
TOTAL<br> OTHER INCOME (EXPENSE) (8,900 ) (4,727 )
Income (Loss) before Gain<br> (Loss) on Sales of Investment Property and Equipment (1,533 ) 3,317
Gain<br> (Loss) on Sales of Investment Property and Equipment 32 (42 )
NET INCOME<br> (LOSS) (1,501 ) 3,275
Preferred Dividends (3,836 ) (7,600 )
Loss<br> Attributable to Non-Controlling Interest 40 -0-
NET<br> LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS $ (5,297 ) $ (4,325 )
NET LOSS ATTRIBUTABLE TO<br> COMMON SHAREHOLDERS PER SHARE –
Basic<br> and Diluted $ (0.09 ) $ (0.09 )
WEIGHTED AVERAGE COMMON SHARES<br> OUTSTANDING:
Basic 59,085 52,301
Diluted 59,085 52,301
| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 5 |

| --- | --- |

ConsolidatedStatements of Cash Flows

(inthousands) (unaudited)

Three Months Ended
March 31, 2023 March 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss) $ (1,501 ) $ 3,275
Non-Cash Items Included in Net Income (Loss):
Depreciation 13,373 11,717
Amortization of Financing Costs 518 406
Stock Compensation Expense 1,528 1,169
Provision for Uncollectible Notes and Other Receivables 358 183
(Gain) Loss on Sales of Marketable Securities, net 42 (30,721 )
Decrease in Fair Value of Marketable Securities 2,395 31,750
(Gain) Loss on Sales of Investment Property and Equipment (32 ) 42
Changes in Operating Assets and Liabilities:
Inventory of Manufactured Homes 126 (10,629 )
Notes and Other Receivables, net of notes acquired with acquisitions (3,232 ) (2,761 )
Prepaid Expenses and Other Assets 3,606 1,482
Accounts Payable (367 ) 91
Accrued Liabilities and Deposits (4,111 ) (485 )
Tenant Security Deposits 237 89
Net Cash Provided by Operating Activities 12,940 5,608
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Manufactured Home Communities (3,679 ) (5,989 )
Purchase of Investment Property and Equipment (26,767 ) (12,240 )
Proceeds from Sales of Investment Property and Equipment 632 738
Additions to Land Development Costs (5,493 ) (3,523 )
Purchase of Marketable Securities (6 ) (5 )
Proceeds from Sales of Marketable Securities 462 55,752
Investment in Joint Venture (5,344 ) (116 )
Net Cash Provided by (Used in) Investing Activities (40,195 ) 34,617
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from Mortgages -0- 25,643
Net Proceeds (Payments) from Short-Term Borrowings 37,984 (4,951 )
Principal Payments of Mortgages and Loans (48,214 ) (2,891 )
Proceeds from Bond Issuance -0- 102,670
Financing Costs on Debt (501 ) (5,040 )
Proceeds from At-The-Market Preferred Equity Program, net of offering costs 19,291 -0-
Proceeds from At-The-Market Common Equity Program, net of offering costs 34,288 38,369
Proceeds from Issuance of Common Stock in the DRIP, net of dividend reinvestments 1,862 763
Proceeds from Exercise of Stock Options 137 993
Preferred Dividends Paid (3,836 ) (7,600 )
Common Dividends Paid, net of dividend reinvestments (11,571 ) (9,495 )
Net Cash Provided by Financing Activities 29,440 138,461
NET INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH 2,185 178,686
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD 40,876 125,026
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD $ 43,061 $ 303,712
| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 6 |

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Reconciliationof Net Income (Loss) to Adjusted EBITDA excluding Non-Recurring Other Expense and Net Loss Attributable to Common Shareholdersto FFO and Normalized FFO

(inthousands) (unaudited)

Three Months Ended
March 31, 2023 March 31, 2022
Reconciliation of Net Income (Loss) to Adjusted EBITDA excluding Non-Recurring Other Expense
Net Income (Loss) $ (1,501 ) $ 3,275
Interest Expense 8,330 5,487
Franchise Taxes 101 96
Depreciation Expense 13,373 11,717
Depreciation Expense from Unconsolidated Joint Venture 159 81
Decrease in Fair Value of Marketable Securities 2,395 31,750
(Gain) Loss on Sales of Marketable Securities, net 42 (30,721 )
Adjusted EBITDA 22,899 21,685
Non-Recurring Other Expense ^(2)^ 562 431
Adjusted EBITDA excluding Non-Recurring<br> Other Expense $ 23,461 $ 22,116
Reconciliation of Net Loss Attributable to Common Shareholders to Funds from Operations **** **** **** **** **** ****
Net Loss Attributable to Common Shareholders $ (5,297 ) $ (4,325 )
Depreciation Expense 13,373 11,717
Depreciation Expense from Unconsolidated Joint Venture 159 81
(Gain) Loss on Sales of Investment Property and Equipment (32 ) 42
Decrease in Fair Value of Marketable Securities 2,395 31,750
(Gain) Loss on Sales of Marketable Securities, net 42 (30,721 )
Funds from Operations Attributable to Common Shareholders (“FFO”) 10,640 8,544
Adjustments:
Redemption<br>of Preferred Stock ^(1)^ -0- 1,032
Amortization of Financing Costs ^(1)^ 518 406
Non-Recurring<br>Other Expense ^(2)^ 562 431
Normalized Funds from Operations Attributable to Common Shareholders (“Normalized FFO”) ^(1)^ $ 11,720 $ 10,413

(1)Normalized FFO as previously reported for the three months ended March 31, 2022, was $8,975, or $0.17 per diluted share. During 2022,the Company incurred the carrying cost of excess cash for the redemption of preferred stock. Additionally, due to the change in sourcesof capital, amortization expense is expected to become more significant and is therefore included as an adjustment to Normalized FFOfor the three months ended March 31, 2023 and 2022. After making these adjustments for the three months ended March 31, 2022, NormalizedFFO was $10,413, or $0.19 per diluted share.

(2)Consists of special bonus and restricted stock grants for the August 2020 groundbreaking Fannie Mae financing, which are being expensedover the vesting period ($431) and non-recurring expenses for the joint venture with Nuveen ($47), one-time legal fees ($20), fees relatedto the establishment of the OZ Fund ($33), and costs associated with an acquisition that was not completed ($31) for thethree months ended March 31, 2023. Consists of special bonus and restricted stock grants for the August 2020 groundbreaking Fannie Maefinancing, which are being expensed over the vesting period for the three months ended March 31, 2022.

| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 7 |

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MarketCapitalization, Debt and Coverage Ratios

(inthousands except per share amounts) (unaudited)

Three Months Ended Year Ended
March 31, 2023 March 31, 2022 December 31, 2022
Shares Outstanding 59,984 53,500 57,595
Market Price Per Share $ 14.79 $ 24.59 $ 16.10
Equity Market Capitalization $ 887,162 $ 1,315,564 $ 927,298
Total Debt 751,464 615,161 761,676
Preferred 247,237 462,319 225,379
Total Market Capitalization $ 1,885,863 $ 2,393,044 $ 1,914,353
Total Debt $ 751,464 $ 615,161 $ 761,676
Less: Cash and Cash Equivalents (32,858 ) (292,465 ) (29,785 )
Net Debt 718,606 322,696 731,891
Less: Marketable Securities at Fair Value (“Securities”) (39,285 ) (56,971 ) (42,178 )
Net Debt Less Securities $ 679,321 $ 265,725 $ 689,713
Interest Expense $ 8,330 $ 5,487 $ 26,439
Capitalized Interest 1,331 330 2,730
Preferred Dividends 3,836 7,600 23,221
Total Fixed Charges $ 13,497 $ 13,417 $ 52,390
Adjusted EBITDA excluding Non-Recurring<br> Other Expense $ 23,461 $ 22,116 $ 89,926
Debt and Coverage Ratios
Net Debt / Total Market Capitalization 38.1 % 13.5 % 38.2 %
Net Debt Plus Preferred / Total Market Capitalization 51.2 % 32.8 % 50.0 %
Net Debt Less Securities / Total Market Capitalization 36.0 % 11.1 % 36.0 %
Net Debt Less Securities Plus Preferred / Total Market Capitalization 49.1 % 30.4 % 47.8 %
Interest Coverage 2.4 x 3.8 x 3.1 x
Fixed Charge Coverage 1.7 x 1.6 x 1.7 x
Net Debt / Adjusted EBITDA excluding Non-Recurring Other Expense 7.7 x 3.6 x 8.1 x
Net Debt Less Securities / Adjusted EBITDA excluding Non-Recurring Other<br> Expense 7.2 x 3.0 x 7.7 x
Net Debt Plus Preferred / Adjusted EBITDA excluding Non-Recurring Other Expense 10.3 x 8.9 x 10.6 x
Net Debt Less Securities Plus Preferred / Adjusted EBITDA excluding Non-Recurring<br> Other Expense 9.9 x 8.2 x 10.2 x
| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 8 |

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DebtAnalysis

(dollarsin thousands) (unaudited)

Three Months Ended Year Ended
March 31, 2023 March 31, 2022 December 31, 2022
Debt Outstanding
Mortgages Payable:
Fixed Rate Mortgages $ 465,495 $ 479,454 $ 513,709
Unamortized Debt Issuance Costs (4,552 ) (4,988 ) (4,771 )
Mortgages, Net of Unamortized Debt Issuance Costs $ 460,943 $ 474,466 $ 508,938
Loans Payable:
Unsecured Line of Credit $ 100,000 $ 25,000 $ 75,000
Other Loans Payable 92,209 16,994 79,226
Total Loans Before Unamortized Debt Issuance Costs 192,209 41,994 154,226
Unamortized Debt Issuance Costs (1,107 ) (120 ) (695 )
Loans, Net of Unamortized Debt Issuance Costs $ 191,102 $ 41,874 $ 153,531
Bonds Payable:
Series A Bonds $ 102,670 $ 102,670 $ 102,670
Unamortized Debt Issuance Costs (3,251 ) (3,849 ) (3,463 )
Bonds, Net of Unamortized Debt Issuance Costs $ 99,419 $ 98,821 $ 99,207
Total Debt, Net of Unamortized Debt Issuance Costs $ 751,464 $ 615,161 $ 761,676
% Fixed/Floating
Fixed 74.7 % 93.3 % 80.0 %
Floating 25.3 % 6.7 % 20.0 %
Total 100.0 % 100.0 % 100.0 %
Weighted Average Interest Rates ^(1)^
Mortgages Payable 3.91 % 3.78 % 3.93 %
Loans Payable 7.39 % 2.52 % 6.76 %
Bonds Payable 4.72 % 4.72 % 4.72 %
Total Average 4.90 % 3.85 % 4.60 %
Weighted Average Maturity (Years)
Mortgages Payable 5.3 5.2 5.1

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

| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 9 |

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DebtMaturity

(inthousands) (unaudited)

Asof March 31, 2023:

Year Ended Mortgages Loans Bonds Total % of Total
2023 $ 13,492 $ 92,209 $ -0- $ 105,701 13.9 %
2024 -0- -0- -0- -0- 0.0 %
2025 121,390 -0- -0- 121,390 16.0 %
2026 38,008 100,000 (1) -0- 138,008 18.2 %
2027 39,694 -0- 102,670 (2) 142,364 18.7 %
Thereafter 252,911 -0- -0- 252,911 33.3 %
Total Debt Before Unamortized Debt Issuance Cost 465,495 192,209 102,670 760,374 100.0 %
Unamortized Debt Issuance Cost (4,552 ) (1,107 ) (3,251 ) (8,910 )
Total Debt, Net of Unamortized Debt Issuance Costs $ 460,943 $ 191,102 $ 99,419 $ 751,464

(1)Represents $100.0 million balance outstanding on the Company’s Line of Credit due November 7, 2026, with an additional one-yearoption.

(2) Represents $102.7 million balance outstanding of the Company’s Series A Bonds due February 28, 2027.


| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 10 |

| --- | --- |


Securities Portfolio Performance

(inthousands)

Year Ended Securities Available for Sale Dividend Income Net Realized Gain<br> <br>(Loss) on Sale of Securities Net Realized Gain (Loss)<br> <br>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 113,748 5,098 2,342 7,440
2022 42,178 2,903 6,394 9,297
2023* 39,285 706 (42 ) 664
$ 66,574 $ 27,363 $ 93,937

*Forthe three months ended March 31, 2023.

| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 11 |

| --- | --- |

Property Summary and Snapshot

(unaudited)

March 31, 2023 March 31, 2022 % Change
Communities 135 128 5.5 %
Developed Sites 25,738 24,118 6.7 %
Occupied 21,864 20,739 5.4 %
Occupancy % 84.9 % 86.0 % (110 bps)
Total Rentals 9,328 8,758 6.5 %
Occupied Rentals 8,736 8,346 4.7 %
Rental Occupancy % 93.7 % 95.3 % (160 bps)
Monthly Rent Per Site $ 506 $ 490 3.3 %
Monthly Rent Per Home Rental Including Site $ 893 $ 839 6.4 %
State Number Total Acreage Developed Acreage Vacant Acreage Total Sites Occupied<br> <br>Sites Occupancy Percentage Monthly Rent Per Site Total Rentals Occupied Rentals Rental Occupancy <br>Percentage Monthly Rent Per<br> <br>Home Rental
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
(1) (1) (2)
Alabama 2 69 62 7 331 109 32.9 % $ 185 78 70 89.7 % $ 1,008
Georgia 1 26 26 -0- 118 -0- N/A N/A -0- -0- N/A N/A
Indiana 14 1,105 893 212 4,016 3,493 87.0 % $ 465 1,856 1,711 92.2 % $ 894
Maryland 1 77 10 67 63 62 98.4 % $ 590 -0- -0- N/A N/A
Michigan 4 241 222 19 1,089 864 79.3 % $ 483 305 282 92.5 % $ 888
New Jersey 5 390 226 164 1,266 1,221 96.4 % $ 682 46 42 91.3 % $ 1,206
New York 8 674 323 351 1,365 1,147 84.0 % $ 594 451 412 91.4 % $ 1,027
Ohio 38 2,007 1,516 491 7,255 6,190 85.3 % $ 464 2,706 2,574 95.1 % $ 849
Pennsylvania 53 2,409 1,890 519 7,977 6,842 85.8 % $ 530 2,914 2,728 93.6 % $ 902
South Carolina 2 63 55 8 319 171 53.6 % $ 208 104 81 77.9 % $ 908
Tennessee 7 544 316 228 1,939 1,765 91.0 % $ 515 868 836 96.3 % $ 905
Total as of
March 31, 2023 135 7,605 5,539 2,066 25,738 21,864 84.9 % $ 506 9,328 8,736 93.7 % $ 893

(1) Total and Vacant Acreage of 220 for Mountain View Estates and 61 for Struble Ridge are included in the above summary.

(2) Includes home and site rent charges.

| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 12 |

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SameProperty Statistics

(dollarsin thousands) (unaudited)

For Three Months Ended
March 31, 2023 March 31, 2022 Change % Change
Community Net Operating Income
Rental and Related Income $ 43,815 $ 41,292 $ 2,523 6.1 %
Community Operating Expenses 18,446 17,277 1,169 6.8 %
Community NOI $ 25,369 $ 24,015 $ 1,354 5.6 %
March 31, 2023 March 31, 2022 Change
--- --- --- --- --- --- --- --- --- ---
Total Sites 23,928 23,905 0.1 %
Occupied Sites 20,813 20,555 258 sites, 1.3 %
Occupancy % 87.0 % 86.0 % 100 bps
Number of Properties 126 126 N/A
Total Rentals 9,189 8,669 6.0 %
Occupied Rentals 8,631 8,259 4.5 %
Rental Occupancy 93.9 % 95.3 % (140 bps)
Monthly Rent Per Site $ 511 $ 489 4.5 %
Monthly Rent Per Home Including Site $ 891 $ 838 6.3 %

Same Property includes all properties owned as of January 1, 2022, with the exception of Memphis Blues and Duck River Estates.

| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 13 |

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AcquisitionsSummary

(dollarsin thousands)

Year of Acquisition Number of Communities Sites Occupancy%<br> <br>at Acquisition Purchase<br> <br>Price Price<br> <br>Per Site Total Acres
2020 2 310 64 % $ 7,840 $ 25 48
2021 3 543 59 % $ 18,300 $ 34 113
2022 7 1,486 66 % $ 86,223 $ 58 461
2023 1 118 0 % $ 3,650 $ 31 26


2023 Acquisitions


Community Date of Acquisition State Number of Sites Purchase Price Number of Acres Occupancy
Mighty Oak January 19, 2023 GA 118 $ 3,650 26 0 %
Total 2023 to Date 118 $ 3,650 26 0 %
| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 14 |

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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 excluding Non-Recurring Other Expense”), 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 excluding Non-Recurring Other Expense, 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 certain one-time charges. Community NOI and Same Property NOI provide a measure of rental operations and do not factor in depreciation and amortization and non-property specific expenses such as general and administrative expenses. Adjusted EBITDA excluding Non-Recurring Other Expense 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 excluding Non-Recurring Other Expense, 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 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.

NormalizedFFO is calculated as FFO excluding amortization and certain one-time charges.

NormalizedFFO per Diluted Common Share is calculated using diluted weighted shares outstanding of 59.8 million shares for the three months ended March 31, 2023, and 53.7 million shares for the three months ended March 31, 2022. Common stock equivalents resulting from stock options in the amount of 682,000 for the three months ended March 31, 2023 and 1.4 million shares for the three months ended March 31, 2022 were excluded from the computation of Diluted Net Loss per Share as their effect would have been anti-dilutive.

CommunityNOI 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.


SameProperty NOI is calculated as Community NOI, using all properties owned as of January 1, 2022, with the exception of Memphis Blues and Duck River Estates.

AdjustedEBITDA excluding Non-Recurring Other Expense is calculated as net income (loss) plus interest expense, franchise taxes, depreciation, the change in the fair value of marketable securities and the gain (loss) on sales of marketable securities, adjusted for non-recurring other expenses.

CommunityNOI, Same Property NOI, Adjusted EBITDA excluding Non-Recurring Other Expense, 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 excluding Non-Recurring Other Expense, 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 excluding Non-Recurring Other Expense, 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. | First Quarter FY 2023 Supplemental Information | 15 |

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PressRelease Dated May 9, 2023

FOR IMMEDIATE RELEASE May 9, 2023
Contact: Nelli Madden
732-577-9997

UMHPROPERTIES, INC. REPORTS RESULTS FOR THE FIRST QUARTER ENDEDMARCH 31, 2023

FREEHOLD,NJ, May 9, 2023........ UMH Properties, Inc. (NYSE:UMH) (TASE:UMH) reported Total Income for the quarter ended March 31, 2023 of $52.6 million as compared to $45.9 million for the quarter ended March 31, 2022, representing an increase of 15%. Net Loss Attributable to Common Shareholders amounted to $5.3 million or $0.09 per diluted share for the quarter ended March 31, 2023 as compared to a Net Loss of $4.3 million or $0.09 per diluted share for the quarter ended March 31, 2022.

Funds from Operations Attributable to Common Shareholders (“FFO”), was $10.6 million or $0.18 per diluted share for the quarter ended March 31, 2023 as compared to $8.5 million or $0.16 per diluted share for the quarter ended March 31, 2022, representing a 13% per diluted share increase. Normalized Funds from Operations Attributable to Common Shareholders (“Normalized FFO”), was $11.7 million or $0.20 per diluted share for the quarter ended March 31, 2023, as compared to $10.4 million or $0.19 per diluted share for the quarter ended March 31, 2022, representing a 5% per diluted share increase.

A summary of significant financial information for the three months ended March 31, 2023 and 2022 is as follows (in thousands exceptper share amounts):

For the Three Months Ended
March 31,
2023 2022
Total Income $ 52,607 $ 45,868
Total Expenses $ 45,240 $ 37,824
Gain (Loss) on Sales on Marketable Securities, net $ (42 ) $ 30,721
Decrease in Fair Value of Marketable Securities $ (2,395 ) $ (31,750 )
Net Loss Attributable to Common Shareholders $ (5,297 ) $ (4,325 )
Net Loss Attributable to Common Shareholders <br>per Diluted Common Share $ (0.09 ) $ (0.09 )
FFO ^(1)^ $ 10,640 $ 8,544
FFO ^(1)^ per Diluted Common Share $ 0.18 $ 0.16
Normalized FFO ^(1)^ $ 11,720 $ 10,413
Normalized FFO ^(1)^ per Diluted Common Share $ 0.20 $ 0.19
Diluted Weighted Average Shares Outstanding 59,085 52,301
| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 16 |

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A summary of significant balance sheet information as of March 31, 2023 and December 31, 2022 is as follows (in thousands):

March<br> 31, 2023 December<br> 31, 2022
Gross<br> Real Estate Investments $ 1,420,267 $ 1,391,588
Marketable<br> Securities at Fair Value $ 39,285 $ 42,178
Total<br> Assets $ 1,370,341 $ 1,344,596
Mortgages<br> Payable, net $ 460,943 $ 508,938
Loans<br> Payable, net $ 191,102 $ 153,531
Bonds<br> Payable, net $ 99,419 $ 99,207
Total<br> Shareholders’ Equity $ 591,394 $ 551,196

Samuel A. Landy, President and CEO, commented on the results of the first quarter of 2023.

“We are pleased to announce another solid quarter of operating results and an excellent start to 2023. During the quarter, we:

Increased<br> Rental and Related Income by 9%;
Increased<br> Sales of Manufactured Homes by 70%;
Increased<br> Community Net Operating Income (“NOI”) by 7%;
Increased<br> Same Property NOI by 6%;
Increased<br> Same Property Occupancy by 100 basis points from 86.0% to 87.0%;
Decreased<br> our Same Property expense ratio sequentially from 42.6% in the fourth quarter of 2022 to<br> 42.1% at quarter end;
Increased<br> our rental home portfolio by 230 homes from yearend 2022 to approximately 9,300 total rental<br> homes, representing an increase of 3%;
Acquired<br> one newly developed community containing 118 homesites for a total cost of approximately<br> $3.7 million through our qualified opportunity zone fund;
Raised<br> our quarterly common stock dividend by 2.5% to $0.205 per share or $0.82 annually;
Amended<br> our unsecured credit facility to expand available borrowings from $100 million to $180 million;
Issued<br> and sold approximately 2.1 million shares of Common Stock through our At-the-Market Sale<br> Program at a weighted average price of $16.83 per share, generating gross proceeds of $34.8<br> million and net proceeds of $34.3 million, after offering expenses;
Issued<br> and sold approximately 874,000 shares of Series D Preferred Stock through our At-the-Market<br> Sale Programs at a weighted average price of $22.52 per share, generating gross proceeds<br> of $19.7 million and net proceeds of $19.3 million, after offering expenses;
Subsequent<br> to year end, issued and sold approximately 688,000 shares of Common Stock through our At-the-Market<br> Sale Programs at a weighted average price of $15.03 per share, generating gross proceeds<br> of $10.3 million and net proceeds of $10.2 million, after offering expenses; and
Subsequent<br> to year end, issued and sold approximately 278,000 shares of Series D Preferred Stock through<br> our At-the-Market Sale Program at a weighted average price of $21.76 per share, generating<br> gross proceeds of $6.0 million and net proceeds of $5.9 million, after offering expenses.”

Mr. Landy stated, “Demand for affordable housing in our markets remains robust. During the quarter, we converted 230 homes in inventory to rental units and increased our sales of manufactured homes by 70%. This generated a 100-basis point improvement in same property occupancy, but it is not fully reflected in our first quarter revenue as the majority of the occupancy gains occurred in March. This increase in occupancy, together with rent increases implemented in the first quarter, generated an increase in monthly rental charges of approximately $550,000 as of April 1, 2023, compared to January 1, 2023.”

| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 17 |

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“Our homes in inventory are located in high demand areas that will allow us to achieve rapid occupancy gains through the infill of rental units. It will also allow us to generate additional sales and sales profits. Our sales results for the quarter were exceptional. Our gross margin improved from 30% to 32% year over year and our net sales income increased by 129% despite the elevated interest expense.”

“Our same property operating results are in line with our expectations. Revenue for the quarter increased by 6.1% with 6.8% expense growth and 5.6% NOI growth. Our occupancy gains during the quarter and our availability of inventory in good locations give us the ability to achieve high single digit NOI growth this year.”

“One year ago, our results were impacted by a lack of inventory for sale and rent which resulted in limited revenue growth for most of last year. We now have new home inventory in place that will allow us to drive significant earnings growth this year. Interest costs are currently impacting our results, but backlogs have subsided. This change will allow us to order, receive and fully set up homes within two to four months of ordering them which will dramatically reduce our need to carry inventory and reduce our interest expense.”

“We have a proven business plan that has and should continue to generate long-term value for our shareholders.”

UMH Properties, Inc. will host its First Quarter 2023 Financial Results Webcast and Conference Call. Senior management will discuss the results, current market conditions and future outlook on Wednesday, May 10, 2023, at 10:00 a.m. Eastern Time.

The Company’s 2023 first 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 Wednesday, May 10, 2023, and can be accessed by dialing toll free 877-344-7529 (domestically) and 412-317-0088 (internationally) and entering the passcode 7162415. 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 135 manufactured home communities containing approximately 25,700 developed homesites. These communities are located in New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana, Maryland, Michigan, Alabama, South Carolina and Georgia. UMH also has an ownership interest in and operates two communities in Florida, containing 363 sites, through its joint venture with Nuveen Real Estate.

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.

| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 18 |

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Note:

(1) Non-GAAP<br> Information: We assess and measure our overall operating results based upon an industry performance<br> measure referred to as Funds from Operations Attributable to Common Shareholders (“FFO”),<br> which management believes is a useful indicator of our operating performance. FFO is used<br> by industry analysts and investors as a supplemental operating performance measure of a REIT.<br> FFO, as defined by The National Association of Real Estate Investment Trusts (“NAREIT”),<br> represents net income (loss) attributable to common shareholders, as defined by accounting<br> principles generally accepted in the United States of America (“U.S. GAAP”),<br> excluding gains or losses from sales of previously depreciated real estate assets, impairment<br> charges related to depreciable real estate assets, the change in the fair value of marketable<br> securities, and the gain or loss on the sale of marketable securities plus certain non-cash<br> items such as real estate asset depreciation and amortization. Included in the NAREIT FFO<br> White Paper - 2018 Restatement, is an option pertaining to assets incidental to our main<br> business in the calculation of NAREIT FFO to make an election to include or exclude gains<br> and losses on the sale of these assets, such as marketable equity securities, and include<br> or exclude mark-to-market changes in the value recognized on these marketable equity securities.<br> In conjunction with the adoption of the FFO White Paper - 2018 Restatement, for all periods<br> presented, we have elected to exclude the gains and losses realized on marketable securities<br> investments and the change in the fair value of marketable securities from our FFO calculation.<br> NAREIT created FFO as a non-U.S. GAAP supplemental measure of REIT operating performance.<br> We define Normalized Funds from Operations Attributable to Common Shareholders (“Normalized<br> FFO”), as FFO excluding amortization and certain one-time charges. FFO and Normalized<br> FFO should be considered as supplemental measures of operating performance used by REITs.<br> FFO and Normalized FFO exclude historical cost depreciation as an expense and may facilitate<br> the comparison of REITs which have a different cost basis. However, other REITs may use different<br> methodologies to calculate FFO and Normalized FFO and, accordingly, our FFO and Normalized<br> FFO may not be comparable to all other REITs. The items excluded from FFO and Normalized<br> 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 diluted weighted shares outstanding used in the calculation of FFO per Diluted Common Share and Normalized FFO per Diluted Common Share were 59.8 million shares for the three months ended March 31, 2023 and 53.7 million shares for the three months ended March 31, 2022. Common stock equivalents resulting from stock options in the amount of 682,000 shares for the three months ended March 31, 2023 and 1.4 million shares for the three months ended March 31, 2022 were excluded from the computation of Diluted Net Loss per Share as their effect would have been anti-dilutive

The reconciliation of the Company’s U.S. GAAP net loss to the Company’s FFO and Normalized FFO for the three months ended March 31, 2023 and 2022 are calculated as follows (in thousands):

Three<br> Months Ended
March<br> 31, 2023 March<br> 31, 2022
Net<br> Loss Attributable to Common Shareholders $ (5,297 ) $ (4,325 )
Depreciation<br> Expense 13,373 11,717
Depreciation<br> Expense from Unconsolidated Joint Venture 159 81
(Gain)<br> Loss on Sales of Investment Property and Equipment (32 ) 42
Decrease<br> in Fair Value of Marketable Securities 2,395 31,750
(Gain)<br> Loss on Sales of Marketable Securities, net 42 (30,721 )
FFO<br> Attributable to Common Shareholders 10,640 8,544
Redemption<br> of Preferred Stock ^(2)^ -0- 1,032
Amortization<br> of Financing Costs ^(2)^ 518 406
Non-Recurring<br> Other Expense ^(3)^ 562 431
Normalized FFO Attributable to Common Shareholders ^(2)^ $ 11,720 $ 10,413
(2) Normalized<br> FFO as previously reported for the three months ended March 31, 2022, was $8,975, or $0.17<br> per diluted share. During 2022, the Company incurred the carrying cost of excess cash for<br> the redemption of preferred stock. Additionally, due to the change in sources of capital,<br> amortization expense is expected to become more significant and is therefore included as<br> an adjustment to Normalized FFO for the three months ended March 31, 2023 and 2022. After<br> making these adjustments for the three months ended March 31, 2022, Normalized FFO was $10,413,<br> or $0.19 per diluted share.
--- ---
(3) Consists<br> of special bonus and restricted stock grants for the August 2020 groundbreaking Fannie Mae<br> financing, which are being expensed over the vesting period ($431) and non-recurring expenses<br> for the joint venture with Nuveen ($47), one-time legal fees ($20), fees related to the establishment<br> of the OZ Fund ($33), and costs associated with an acquisition that was not<br> completed ($31) for the three months ended March 31, 2023. Consists of special bonus and<br> restricted stock grants for the August 2020 groundbreaking Fannie Mae financing, which are<br> being expensed over the vesting period for the three months ended March 31, 2022.
| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 19 |

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The following are the cash flows provided by (used in) operating, investing and financing activities for the three months ended March 31, 2023 and 2022 (in thousands):

2023 2022
Operating Activities $ 12,940 $ 5,608
Investing Activities (40,195 ) 34,617
Financing Activities 29,440 138,461

#

| UMH Properties, Inc. | First Quarter FY 2023 Supplemental Information | 20 |

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