8-K
Umh Properties, Inc. (UMH)
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of The Securities Exchange Act of 1934
Dateof Report (Date of earliest event reported): February 24, 2022
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, $.10 par value | UMH | New<br> York Stock Exchange |
| 6.75%<br> Series C Cumulative Redeemable Preferred Stock, $.10 par value | UMH<br> PRC | New<br> York Stock Exchange |
| 6.375%<br> Series D Cumulative Redeemable Preferred Stock, $.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 February 24, 2022, UMH Properties, Inc. issued a press release announcing the results for the fourth quarter and year ended December 31, 2021 and disclosed a supplemental information package in connection with its earnings conference call for the fourth quarter and year ended December 31, 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<br> in the real estate market conditions and general economic conditions; |
|---|---|
| ● | the<br> inherent risks associated with owning real estate, including local real estate market conditions, governing laws and regulations<br> affecting manufactured housing communities and illiquidity 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 vacant land which may be developed<br> into manufactured housing communities on terms favorable to us; |
| ● | our<br> ability to maintain rental rates and occupancy levels; |
| ● | changes<br> in market rates of interest; |
| ● | our<br> ability to repay debt financing obligations; |
| ● | our<br> ability to refinance amounts outstanding under our credit facilities at maturity on terms favorable to us; |
| ● | 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 for properly, all relevant disclosures<br> and filings are timely made in accordance with all rules and regulations, and any potential fraud or embezzlement is thwarted or<br> 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 information package for the fourth quarter and year ended December 31, 2021 and press release dated February 24, 2022. |
|---|---|
| 104 | Cover Page Interactive Data File (embedded within the Inline<br>XBRL document) |
| 2 |
| --- |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| UMH Properties, Inc. | ||
|---|---|---|
| Date:<br> February 24, 2022 | By: | /s/ Anna T. Chew |
| Name: | Anna<br> T. Chew | |
| Title: | Vice<br> President and | |
| Chief<br> Financial Officer |
| 3 |
| --- |
Exhibit99
| 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 February 24, 2022 | 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-K.
| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 2 |
| --- | --- | | Financial Highlights | | | | | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | (dollars in thousands except per share amounts) (unaudited) | | | | | | | | | | | | | | | Three Months Ended | | | | | | Twelve Months Ended | | | | | | | | 12/31/2021 | | | 12/31/2020 | | | 12/31/2021 | | | 12/31/2020 | | | | Operating Information | | | | | | | | | | | | | | Number of Communities | | | | | | | | 127 | | | 124 | | | Number of Sites | | | | | | | | 24,025 | | | 23,433 | | | Rental and Related Income | $ | 40,708 | | $ | 37,577 | | $ | 159,010 | | $ | 143,344 | | | Community Operating Expenses | $ | 17,031 | | $ | 15,984 | | $ | 68,046 | | $ | 63,175 | | | Community NOI | $ | 23,677 | | $ | 21,593 | | $ | 90,964 | | $ | 80,169 | | | Expense Ratio | | 41.8 | % | | 42.5 | % | | 42.8 | % | | 44.1 | % | | Sales of Manufactured Homes | $ | 5,270 | | $ | 5,252 | | $ | 27,089 | | $ | 20,265 | | | Number of Homes Sold | | 76 | | | 71 | | | 370 | | | 323 | | | Number of Rentals Added | | 6 | | | 174 | | | 454 | | | 858 | | | Net Income (Loss) | $ | 17,010 | | $ | 23,245 | | $ | 51,088 | | $ | 5,055 | | | Net Income (Loss) Attributable to | | | | | | | | | | | | | | Common Shareholders | $ | 9,410 | | $ | 15,591 | | $ | 21,249 | | $ | (29,759 | ) | | Adjusted EBITDA | $ | 22,308 | | $ | 21,305 | | $ | 88,318 | | $ | 79,450 | | | FFO Attributable to Common Shareholders | $ | 10,091 | | $ | 8,544 | | $ | 39,149 | | $ | 26,283 | | | Normalized FFO Attributable to | | | | | | | | | | | | | | Common Shareholders | $ | 11,016 | | $ | 8,544 | | $ | 41,144 | | $ | 29,154 | | | Shares Outstanding and Per Share Data | | | | | | | | | | | | | | Weighted Average Shares Outstanding | | | | | | | | | | | | | | Basic | | 49,713 | | | 41,754 | | | 46,332 | | | 41,395 | | | Diluted | | 51,128 | | | 42,390 | | | 47,432 | | | 41,395 | | | Net Income (Loss) Attributable to Common | | | | | | | | | | | | | | Shareholders per Share – | | | | | | | | | | | | | | Basic | $ | 0.19 | | $ | 0.38 | | $ | 0.46 | | $ | (0.72 | ) | | Diluted | $ | 0.17 | | $ | 0.38 | | $ | 0.45 | | $ | (0.72 | ) | | FFO per Share – | | | | | | | | | | | | | | Diluted | $ | 0.20 | | $ | 0.20 | | $ | 0.83 | | $ | 0.63 | | | Normalized FFO per Share – | | | | | | | | | | | | | | Diluted | $ | 0.22 | | $ | 0.20 | | $ | 0.87 | | $ | 0.70 | | | Dividends per Common Share | $ | 0.19 | | $ | 0.18 | | $ | 0.76 | | $ | 0.72 | | | Balance Sheet | | | | | | | | | | | | | | Total Assets | | | | | | | $ | 1,270,820 | | $ | 1,089,413 | | | Total Liabilities | | | | | | | $ | 528,680 | | $ | 587,605 | | | Market Capitalization | | | | | | | | | | | | | | Total Debt, Net of Unamortized Debt | | | | | | | | | | | | | | Issuance Costs | | | | | | | $ | 499,324 | | $ | 558,486 | | | Equity Market Capitalization | | | | | | | $ | 1,411,624 | | $ | 620,819 | | | Series C Preferred Stock | | | | | | | $ | 247,100 | | $ | 247,100 | | | Series D Preferred Stock | | | | | | | $ | 215,219 | | $ | 160,854 | | | Total Market Capitalization | | | | | | | $ | 2,373,267 | | $ | 1,587,259 | |
| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 3 |
| --- | --- | | Consolidated Balance Sheets | | | | | | | --- | --- | --- | --- | --- | --- | | (in thousands except per share amounts) | | | | | | | | | | December 31, | | | | | | | 2020 | | | | ASSETS | | | | | | | Investment Property and Equipment | | | | | | | Land | 74,963 | | $ | 73,491 | | | Site and Land Improvements | 716,211 | | | 657,301 | | | Buildings and Improvements | 30,450 | | | 28,106 | | | Rental Homes and Accessories | 383,467 | | | 349,585 | | | Total Investment Property | 1,205,091 | | | 1,108,483 | | | Equipment and Vehicles | 24,437 | | | 22,572 | | | Total Investment Property and Equipment | 1,229,528 | | | 1,131,055 | | | Accumulated Depreciation | (316,073 | ) | | (272,823 | ) | | Net Investment Property and Equipment | 913,455 | | | 858,232 | | | Other Assets | | | | | | | Cash and Cash Equivalents | 116,175 | | | 15,336 | | | Marketable Securities at Fair Value | 113,748 | | | 103,172 | | | Inventory of Manufactured Homes | 23,659 | | | 25,450 | | | Notes and Other Receivables, net | 55,359 | | | 46,414 | | | Prepaid Expenses and Other Assets | 17,135 | | | 19,984 | | | Land Development Costs | 22,352 | | | 20,825 | | | Investment in Joint Venture | 8,937 | | | -0- | | | Total Other Assets | 357,365 | | | 231,181 | | | TOTAL ASSETS | 1,270,820 | | $ | 1,089,413 | | | LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | | | Liabilities | | | | | | | Mortgages Payable, net of unamortized debt issuance costs | 452,567 | | $ | 471,477 | | | Other Liabilities | | | | | | | Accounts Payable | 4,274 | | | 4,390 | | | Loans Payable, net of unamortized debt issuance costs | 46,757 | | | 87,009 | | | Accrued Liabilities and Deposits | 17,162 | | | 17,296 | | | Tenant Security Deposits | 7,920 | | | 7,433 | | | Total Other Liabilities | 76,113 | | | 116,128 | | | Total Liabilities | 528,680 | | | 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<br> outstanding as of December 21, 2021 and 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<br> shares issued and outstanding as of December 21, 2021 and 2020, respectively | 215,219 | | | 160,854 | | | Common Stock – 0.10 par value per share: 144,164 shares authorized; 51,651 and 41,920 shares issued and<br> outstanding as of December 21, 2021 and 2020, respectively | 5,165 | | | 4,192 | | | Excess Stock – 0.10 par value per share: 3,000 shares authorized; no shares issued or outstanding as of December 21, 2021<br> and 2020 | -0- | | | -0- | | | Additional Paid-In Capital | 300,020 | | | 115,026 | | | Undistributed Income (Accumulated Deficit) | (25,364 | ) | | (25,364 | ) | | Total Shareholders’ Equity | 742,140 | | | 501,808 | | | TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 1,270,820 | | $ | 1,089,413 | |
All values are in US Dollars.
| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 4 |
| --- | --- | | Consolidated Statements of Income (Loss) | | | | | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | (in thousands except per share amounts) | | | | | | | | | | | | | | | (unaudited) | | | | | | | | | | | | | | Three Months Ended | | | | | | Twelve Months Ended | | | | | | | | 12/31/2021 | | | 12/31/2020 | | | 12/31/2021 | | | 12/31/2020 | | | | INCOME: | | | | | | | | | | | | | | Rental and Related Income | $ | 40,708 | | $ | 37,577 | | $ | 159,010 | | $ | 143,344 | | | Sales of Manufactured Homes | | 5,270 | | | 5,252 | | | 27,089 | | | 20,265 | | | TOTAL INCOME | | 45,978 | | | 42,829 | | | 186,099 | | | 163,609 | | | EXPENSES: | | | | | | | | | | | | | | Community Operating Expenses | | 17,031 | | | 15,984 | | | 68,046 | | | 63,175 | | | Cost of Sales of Manufactured Homes | | 3,777 | | | 3,704 | | | 20,091 | | | 14,417 | | | Selling Expenses | | 990 | | | 1,184 | | | 4,807 | | | 4,941 | | | General and Administrative Expenses | | 4,150 | | | 2,794 | | | 14,095 | | | 11,056 | | | Depreciation Expense | | 11,552 | | | 10,716 | | | 45,124 | | | 41,707 | | | TOTAL EXPENSES | | 37,500 | | | 34,382 | | | 152,163 | | | 135,296 | | | OTHER INCOME (EXPENSE): | | | | | | | | | | | | | | Interest Income | | 896 | | | 773 | | | 3,362 | | | 2,917 | | | Dividend Income | | 1,242 | | | 1,248 | | | 5,098 | | | 5,729 | | | Gain on Sales of Marketable Securities, net | | -0- | | | -0- | | | 2,342 | | | -0- | | | Increase (Decrease) in Fair Value of Marketable Securities | | 10,932 | | | 17,802 | | | 25,052 | | | (14,119 | ) | | Other Income | | 138 | | | 157 | | | 626 | | | 718 | | | Interest Expense | | (4,615 | ) | | (5,143 | ) | | (19,158 | ) | | (18,287 | ) | | TOTAL OTHER INCOME (EXPENSE) | | 8,593 | | | 14,837 | | | 17,322 | | | (23,042 | ) | | Income before Loss on Sales of Investment Property and Equipment | | 17,071 | | | 23,284 | | | 51,258 | | | 5,271 | | | Loss<br> on Sales of Investment Property and Equipment | | (61 | ) | | (39 | ) | | (170 | ) | | (216 | ) | | NET INCOME | | 17,010 | | | 23,245 | | | 51,088 | | | 5,055 | | | Less: Preferred Dividends | | (7,600 | ) | | (7,654 | ) | | (29,839 | ) | | (31,943 | ) | | Less: Redemption of Preferred Stock | | -0- | | | -0- | | | -0- | | | (2,871 | ) | | NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS | $ | 9,410 | | $ | 15,591 | | $ | 21,249 | | $ | (29,759 | ) | | NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDER PER SHARE – | | | | | | | | | | | | | | Basic | $ | 0.19 | | $ | 0.38 | | $ | 0.46 | | $ | (0.72 | ) | | Diluted | $ | 0.17 | | $ | 0.38 | | $ | 0.45 | | $ | (0.72 | ) | | WEIGHTED AVERAGE COMMON SHARES OUTSTANDING: | | | | | | | | | | | | | | Basic | | 49,713 | | | 41,754 | | | 46,332 | | | 41,395 | | | Diluted | | 51,128 | | | 42,390 | | | 47,432 | | | 41,395 | |
| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 5 |
| --- | --- | | Consolidated Statements of Cash Flows | | | | | | | | --- | --- | --- | --- | --- | --- | --- | | (in thousands) | | | | | | | | | Twelve Months Ended | | | | | | | | 12/31/2021 | | | 12/31/2020 | | | | CASH FLOWS FROM OPERATING ACTIVITIES: | | | | | | | | Net Income | $ | 51,088 | | $ | 5,055 | | | Non-Cash Items Included in Net Income: | | | | | | | | Depreciation | | 45,124 | | | 41,707 | | | Amortization of Financing Costs | | 1,001 | | | 1,027 | | | Stock Compensation Expense | | 3,447 | | | 1,327 | | | Provision for Uncollectible Notes and Other Receivables | | 1,213 | | | 1,546 | | | Gain on Sales of Marketable Securities, net | | (2,342 | ) | | -0- | | | (Increase) Decrease in Fair Value of Marketable Securities | | (25,052 | ) | | 14,119 | | | Loss on Sales of Investment Property and Equipment | | 170 | | | 216 | | | Changes in Operating Assets and Liabilities: | | | | | | | | Inventory of Manufactured Homes | | 1,791 | | | 6,517 | | | Notes and Other Receivables, net of notes acquired with acquisitions | | (9,957 | ) | | (9,965 | ) | | Prepaid Expenses and Other Assets | | (1,557 | ) | | (2,058 | ) | | Accounts Payable | | (116 | ) | | (182 | ) | | Accrued Liabilities and Deposits | | (134 | ) | | 6,720 | | | Tenant Security Deposits | | 487 | | | 810 | | | Net Cash Provided by Operating Activities | | 65,163 | | | 66,839 | | | CASH FLOWS FROM INVESTING ACTIVITIES: | | | | | | | | Purchase of Manufactured Home Communities, net of mortgages assumed | | (18,405 | ) | | (5,320 | ) | | Purchase of Investment Property and Equipment | | (59,270 | ) | | (76,761 | ) | | Proceeds from Sales of Investment Property and Equipment | | 2,859 | | | 2,657 | | | Additions to Land Development Costs | | (27,428 | ) | | (23,241 | ) | | Purchase of Marketable Securities | | (18 | ) | | (1,105 | ) | | Proceeds from Sales of Marketable Securities | | 16,835 | | | -0- | | | Investment in Joint Venture | | (8,937 | ) | | -0- | | | Net Cash Used in Investing Activities | | (94,364 | ) | | (103,770 | ) | | CASH FLOWS FROM FINANCING ACTIVITIES: | | | | | | | | Proceeds from Mortgages, net of mortgages assumed | | 6,070 | | | 105,984 | | | Net Proceeds (Payments) from Short-Term Borrowings | | (40,448 | ) | | 3,309 | | | Principal Payments of Mortgages and Loans | | (25,618 | ) | | (7,115 | ) | | Financing Costs on Debt | | (167 | ) | | (4,737 | ) | | Proceeds from At-The-Market Preferred Equity Program, net of offering costs | | 53,213 | | | 96,141 | | | Redemption of 8.0% Series B Preferred Stock | | -0- | | | (95,017 | ) | | Proceeds from At-The-Market Common Equity Program, net of offering costs | | 179,069 | | | 1,743 | | | Proceeds from Issuance of Common Stock in the DRIP, net of dividend reinvestments | | 6,267 | | | 6,003 | | | Repurchase of Preferred Stock, net | | -0- | | | (12 | ) | | Repurchase of Common Stock, net | | -0- | | | (1,830 | ) | | Proceeds from Exercise of Stock Options | | 8,601 | | | 659 | | | Preferred Dividends Paid | | (29,839 | ) | | (31,943 | ) | | Common Dividends Paid, net of dividend reinvestments | | (31,514 | ) | | (26,657 | ) | | Net Cash Provided by Financing Activities | | 125,634 | | | 46,528 | | | NET INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | | 96,433 | | | 9,597 | | | CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF YEAR | | 28,593 | | | 18,996 | | | CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF YEAR | $ | 125,026 | | $ | 28,593 | |
| UMH Properties, Inc. | Fourth 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 | | | | | **** | Twelve Months Ended | | | | | **** | | | 12/31/2021 | | | 12/31/2020 | | | 12/31/2021 | | | 12/31/2020 | | | | Reconciliation of Net Income (Loss) to Adjusted EBITDA | | | | | | | | | | | | | | Net Income | $ | 17,010 | | $ | 23,245 | | $ | 51,088 | | $ | 5,055 | | | Interest Expense | | 4,615 | | | 5,143 | | | 19,158 | | | 18,287 | | | Franchise Taxes | | 63 | | | 3 | | | 342 | | | 282 | | | Depreciation Expense | | 11,552 | | | 10,716 | | | 45,124 | | | 41,707 | | | (Increase) Decrease in Fair Value of Marketable Securities | | (10,932 | ) | | (17,802 | ) | | (25,052 | ) | | 14,119 | | | Gain on Sales of Marketable Securities, net | | -0- | | | -0- | | | (2,342 | ) | | -0- | | | Adjusted EBITDA | $ | 22,308 | | $ | 21,305 | | $ | 88,318 | | $ | 79,450 | | | Reconciliation of Net Income (Loss) Attributable to Common Shareholders to Funds from Operations | | | | | | | | | | | | | | Net Income (Loss) Attributable to Common Shareholders | $ | 9,410 | | $ | 15,591 | | $ | 21,249 | | $ | (29,759 | ) | | Depreciation Expense | | 11,552 | | | 10,716 | | | 45,124 | | | 41,707 | | | Loss on Sales of Investment Property and Equipment | | 61 | | | 39 | | | 170 | | | 216 | | | (Increase) Decrease in Fair Value of Marketable Securities | | (10,932 | ) | | (17,802 | ) | | (25,052 | ) | | 14,119 | | | Gain on Sales of Marketable Securities, net | | -0- | | | -0- | | | (2,342 | ) | | -0- | | | Funds from Operations (“FFO”) | | 10,091 | | | 8,544 | | | 39,149 | | | 26,283 | | | Adjustments: | | | | | | | | | | | | | | Redemption of Preferred Stock | | -0- | | | -0- | | | -0- | | | 2,871 | | | Non-Recurring Other Expense ^(1)^ | | 925 | | | -0- | | | 1,995 | | | -0- | | | Normalized Funds from Operations (“Normalized<br> FFO”) | $ | 11,016 | | $ | 8,544 | | $ | 41,144 | | $ | 29,154 | |
(1)Consists of special bonus and restricted stock grants for the August 2020 groundbreaking Fannie Mae financing, which arebeing expensed over the vesting period ($1.8 million) and non-recurring expenses for the joint venture ($171,000) in2021.
| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 7 |
| --- | --- | | Market Capitalization, Debt and Coverage Ratios | | | | | | | | --- | --- | --- | --- | --- | --- | --- | | (in thousands except per share amounts) (unaudited) | | | | | | | | | Twelve Months Ended | | | | | | | | 12/31/2021 | | | 12/31/2020 | | | | Shares Outstanding | | 51,651 | | | 41,919 | | | Market Price Per Share | $ | 27.33 | | $ | 14.81 | | | Equity Market Capitalization | $ | 1,411,624 | | $ | 620,819 | | | Total Debt | | 499,324 | | | 558,486 | | | Preferred | | 462,319 | | | 407,954 | | | Total Market Capitalization | $ | 2,373,267 | | $ | 1,587,259 | | | Total Debt | $ | 499,324 | | $ | 558,486 | | | Less: Cash and Cash Equivalents | | (116,175 | ) | | (15,336 | ) | | Net Debt | | 383,149 | | | 543,150 | | | Less: Marketable Securities at Fair Value (“Securities”) | | (113,748 | ) | | (103,172 | ) | | Net Debt Less Securities | $ | 269,401 | | $ | 439,978 | | | Interest Expense | $ | 19,158 | | $ | 18,287 | | | Capitalized Interest | | 1,476 | | | 1,253 | | | Preferred Dividends | | 29,839 | | | 31,943 | | | Total Fixed Charges | $ | 50,473 | | $ | 51,483 | | | Adjusted EBITDA | $ | 88,318 | | $ | 79,450 | | | Debt and Coverage Ratios | | | | | | | | Net Debt / Total Market Capitalization | | 16.1 | % | | 34.2 | % | | Net Debt Plus Preferred / Total Market Capitalization | | 35.6 | % | | 59.9 | % | | Net Debt Less Securities / Total Market Capitalization | | 11.4 | % | | 27.7 | % | | Net Debt Less Securities Plus Preferred / Total Market Capitalization | | 30.8 | % | | 53.4 | % | | Interest Coverage | | 4.3x | | | 4.1x | | | Fixed Charge Coverage | | 1.7x | | | 1.5x | | | Net Debt / Adjusted EBITDA | | 4.3x | | | 6.8x | | | Net Debt Less Securities / Adjusted EBITDA | | 3.1x | | | 5.5x | | | Net Debt Plus Preferred / Adjusted EBITDA | | 9.6x | | | 12.0x | | | Net Debt Less Securities Plus Preferred / Adjusted EBITDA | | 8.3x | | | 10.7x | |
| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 8 |
| --- | --- |
| Debt Analysis | ||||||
|---|---|---|---|---|---|---|
| (in thousands) (unaudited) | ||||||
| Twelve Months Ended | ||||||
| 12/31/2021 | 12/31/2020 | |||||
| Debt Outstanding | ||||||
| Mortgages Payable: | ||||||
| Fixed Rate Mortgages | $ | 456,702 | $ | 476,390 | ||
| Unamortized Debt Issuance Costs | (4,135 | ) | (4,913 | ) | ||
| Mortgages, Net of Unamortized | ||||||
| Debt Issuance Costs | $ | 452,567 | $ | 471,477 | ||
| Loans Payable: | ||||||
| Unsecured Line of Credit | $ | 25,000 | $ | 45,000 | ||
| Other Loans Payable | 21,945 | 42,353 | ||||
| Total Loans Before | ||||||
| Unamortized Debt Issuance Costs | 46,945 | 87,353 | ||||
| Unamortized Debt Issuance Costs | (188 | ) | (344 | ) | ||
| Loans, Net of Unamortized Debt Issuance Costs | $ | 46,757 | $ | 87,009 | ||
| Total Debt, Net of Unamortized Debt Issuance Costs | $ | 499,324 | $ | 558,486 | ||
| % Fixed/Floating | ||||||
| Fixed | 90.7 | % | 84.6 | % | ||
| Floating | 9.3 | % | 15.4 | % | ||
| Total | 100.0 | % | 100.0 | % | ||
| Weighted Average Interest Rates ^(1)^ | ||||||
| Mortgages Payable | 3.75 | % | 3.81 | % | ||
| Loans Payable | 2.66 | % | 2.12 | % | ||
| Total Average | 3.65 | % | 3.55 | % | ||
| Weighted Average Maturity (Years) Mortgages Payable | 5.2 | 6.0 |
(1) Weighted average interest rates do not include the effect of unamortized debt issuance costs.
| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 9 |
| --- | --- |
DebtMaturity
(inthousands) (unaudited)
| As of 12/31/21: | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Fiscal Year Ended | Mortgages | Loans | Total | % of Total | ||||||||
| 2022 | $ | 6,523 | $ | 46,945 | (1) | $ | 53,468 | 10.6 | % | |||
| 2023 | 63,437 | -0- | 63,437 | 12.6 | % | |||||||
| 2024 | -0- | -0- | -0- | 0.0 | % | |||||||
| 2025 | 128,501 | -0- | 128,501 | 25.5 | % | |||||||
| 2026 | 39,388 | -0- | 39,388 | 7.8 | % | |||||||
| Thereafter | 218,853 | -0- | 218,853 | 43.5 | % | |||||||
| Total Debt Before Unamortized Debt Issuance Cost | 456,702 | 46,945 | 503,647 | 100.0 | % | |||||||
| Unamortized Debt Issuance Cost | (4,135 | ) | (188 | ) | (4,323 | ) | ||||||
| Total Debt, Net of Unamortized Debt<br> Issuance Costs | $ | 452,567 | $ | 46,757 | $ | 499,324 |
(1) Includes $25 million balance outstanding on the Company’s Line of Credit due November 2022, with an additional one-year option.
| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 10 |
| --- | --- |
SecuritiesPortfolio Performance
(inthousands)
| Year Ended | Securities Available for Sale | Dividend Income | Net Realized Gain 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 | 113,748 | 5,098 | 2,342 | 7,440 | ||||
| $ | 62,965 | $ | 21,011 | $ | 83,976 |
| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 11 |
| --- | --- |
PropertySummary and Snapshot
(unaudited)
| 12/31/2021 | 12/31/2020 | % Change | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Communities | 127 | 124 | 2.4 | % | ||||||||||||||
| Developed Sites | 24,025 | 23,433 | 2.5 | % | ||||||||||||||
| Occupied | 20,662 | 19,920 | 3.7 | % | ||||||||||||||
| Occupancy % | 86.0 | % | 85.0 | % | 100 bps | |||||||||||||
| Total Rentals | 8,706 | 8,252 | 5.5 | % | ||||||||||||||
| Occupied Rentals | 8,312 | 7,810 | 6.4 | % | ||||||||||||||
| Rental Occupancy % | 95.5 | % | 94.6 | % | 90 bps | |||||||||||||
| Monthly Rent Per Site | $ | 480 | $ | 461 | 4.1 | % | ||||||||||||
| Monthly Rent Per Home Rental Including Site | $ | 824 | $ | 790 | 4.3 | % | ||||||||||||
| 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 | 60 | 30.8 | % | $ | 175 | 36 | 21 | 58.3 | % | $ | 681 | ||
| Indiana | 14 | 1,105 | 893 | 212 | 3,985 | 3,476 | 87.2 | % | $ | 431 | 1,715 | 1,649 | 96.2 | % | $ | 817 | ||
| Maryland | 1 | 77 | 10 | 67 | 62 | 62 | 100.0 | % | $ | 569 | -0- | -0- | N/A | N/A | ||||
| Michigan | 3 | 153 | 153 | -0- | 734 | 625 | 85.1 | % | $ | 470 | 264 | 246 | 93.2 | % | $ | 810 | ||
| New Jersey | 4 | 349 | 187 | 162 | 1,006 | 973 | 96.7 | % | $ | 686 | 44 | 44 | 100.0 | % | $ | 1,029 | ||
| New York | 8 | 674 | 323 | 351 | 1,353 | 1,154 | 85.3 | % | $ | 571 | 444 | 427 | 96.2 | % | $ | 962 | ||
| Ohio | 37 | 1,837 | 1,390 | 447 | 6,937 | 5,887 | 84.9 | % | $ | 438 | 2,576 | 2,460 | 95.5 | % | $ | 788 | ||
| Pennsylvania | 51 | 2,184 | 1,821 | 363 | 7,780 | 6,678 | 85.8 | % | $ | 502 | 2,756 | 2,623 | 95.2 | % | $ | 838 | ||
| South Carolina | 1 | 24 | 24 | -0- | 142 | 62 | 43.7 | % | $ | 195 | 29 | 22 | 75.9 | % | $ | 565 | ||
| Tennessee | 7 | 544 | 316 | 228 | 1,831 | 1,685 | 92.0 | % | $ | 486 | 842 | 820 | 97.4 | % | $ | 834 | ||
| Total as of December<br> 31, 2021 | 127 | 6,980 | 5,150 | 1,830 | 24,025 | 20,662 | 86.0 | % | $ | 480 | 8,706 | 8,312 | 95.5 | % | $ | 824 |
(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. | Fourth Quarter FY 2021 Supplemental Information | 12 |
| --- | --- |
Same Property Statistics
(in thousands) (unaudited)
| For Three Months Ended | For Twelve Months Ended | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 12/31/2021 | 12/31/2020 | Change | % <br> Change | 12/31/2021 | 12/31/2020 | Change | % <br> Change | |||||||||||
| Community Net Operating Income | ||||||||||||||||||
| Rental and Related | ||||||||||||||||||
| Income | $ | 39,741 | $ | 37,074 | $ | 2,667 | 7.2 | % | $ | 155,914 | $ | 142,398 | $ | 13,516 | 9.5 | % | ||
| Community Operating | ||||||||||||||||||
| Expenses | 15,517 | 14,878 | 639 | 4.3 | % | 62,494 | 59,856 | 2,638 | 4.4 | % | ||||||||
| Community NOI | $ | 24,224 | $ | 22,196 | $ | 2,028 | 9.1 | % | $ | 93,420 | $ | 82,542 | $ | 10,878 | 13.2 | % | ||
| 12/31/2021 | 12/31/2020 | Change | ||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |||||||||
| Total Sites | 23,054 | 23,024 | 0.1 | % | ||||||||||||||
| Occupied Sites | 20,077 | 19,664 | 413 sites, 2.1% | |||||||||||||||
| Occupancy % | 87.1 | % | 85.4 | % | 170 bps | |||||||||||||
| Number of Properties | 122 | 122 | N/A | |||||||||||||||
| Total Rentals | 8,487 | 8,131 | 4.4 | % | ||||||||||||||
| Occupied Rentals | 8,132 | 7,700 | 5.6 | % | ||||||||||||||
| Rental Occupancy | 95.8 | % | 94.7 | % | 110 bps | |||||||||||||
| Monthly Rent Per Site | $ | 484 | $ | 462 | 4.8 | % | ||||||||||||
| Monthly Rent Per Home Including Site | $ | 825 | $ | 791 | 4.3 | % |
Same Property includes all properties owned as of January 1, 2020, with the exception of Memphis Blues.
| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 13 |
| --- | --- | | Acquisitions Summary | | | | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | (dollars in thousands) | | | | | | | | | | | | | At Acquisition: | | | | | | | | | | | | | Year of Acquisition | Number of Communities | Sites | Occupied Sites | Occupancy % | | | Purchase<br> <br>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<br> <br>Acquisition | State | Number of Sites | Purchase<br> <br>Price | Number<br> <br>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 December 31, 2021 | 543 | $ | 18,300 | 113 | 59% |
| UMH Properties, Inc. | Fourth 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.
NormalizedFFO is calculated as FFO excluding certain one-time charges.
NormalizedFFO per Diluted Common Share is calculated using diluted weighted shares outstanding of 51.1 million and 47.4 million shares for the three and twelve months ended December 31, 2021, respectively, and 42.4 million and 41.7 million shares for the three and twelve months ended December 31, 2020, respectively. Common stock equivalents resulting from stock options in the amount of 1.4 and 1.1 million shares for the three and twelve months ended December 31, 2021, respectively, and 636,000 and 350,000 shares for the three and twelve months ended December 31, 2020, respectively, are included in the diluted weighted shares outstanding. Common stock equivalents for the twelve months ended December 31, 2020, were excluded from the computation of the Diluted Net Income (Loss) per Share as their effect would be 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. Community NOI excludes realized gains (losses) on securities transactions.
SameProperty NOI is calculated as Community NOI, using all properties owned as of January 1, 2020, with the exception of Memphis Blues.
AdjustedEBITDA is calculated as net income (loss) plus interest expense, franchise taxes, depreciation, and the change in the fair value of marketable securities.
CommunityNOI, 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. | Fourth Quarter FY 2021 Supplemental Information | 15 |
| --- | --- |
PressRelease Dated February 24, 2022
| FOR IMMEDIATE RELEASE | February 24, 2022 |
|---|---|
| Contact: Nelli Madden | |
| 732-577-9997 |
UMHPROPERTIES, INC. REPORTS RESULTS FOR THE YEAR ENDED AND THE FOURTH QUARTER ENDED DECEMBER 31, 2021
FREEHOLD,NJ, February 24, 2022........ UMH Properties, Inc. (NYSE:UMH) reported Total Income of $186.1 million for the year ended December 31, 2021 as compared to $163.6 million for the year ended December 31, 2020, representing an increase of 14%. Total Income for the quarter ended December 31, 2021 was $46.0 million as compared to $42.8 million for the quarter ended December 31, 2020, representing an increase of 7%. Net Income Attributable to Common Shareholders amounted to $21.2 million or $0.45 per diluted share for the year ended December 31, 2021 as compared to a loss $29.8 million or $0.72 per diluted share for the year ended December 31, 2020. Net Income Attributable to Common Shareholders amounted to $9.4 million or $0.17 per diluted share for the quarter ended December 31, 2021 as compared to income of $15.6 million or $0.38 per diluted share for the quarter ended December 31, 2020.
Funds from Operations Attributable to Common Shareholders (“FFO”) was $39.1 million or $0.83 per diluted share for the year ended December 31, 2021 as compared to $26.3 million or $0.63 per diluted share for the year ended December 31, 2020. FFO was $10.1 million or $0.20 per diluted share for the quarter ended December 31, 2021 as compared to $8.5 million or $0.20 per diluted share for the quarter ended December 31, 2020. Normalized Funds from Operations Attributable to Common Shareholders (“Normalized FFO”), was $41.1 million or $0.87 per diluted share for the year ended December 31, 2021, as compared to $29.2 million or $0.70 per diluted share for the year ended December 31, 2020. Normalized FFO was $11.0 million or $0.22 per diluted share for the quarter ended December 31, 2021, as compared to $8.5 million or $0.20 per diluted share for the quarter ended December 31, 2020.
A summary of significant financial information for the three and twelve months ended December 31, 2021 and 2020 is as follows (in thousandsexcept per share amounts):
| For the Three Months Ended | ||||
|---|---|---|---|---|
| December 31, | ||||
| 2021 | 2020 | |||
| Total Income | $ | 45,978 | $ | 42,829 |
| Total Expenses | $ | 37,500 | $ | 34,382 |
| Increase in Fair Value of Marketable Securities | $ | 10,932 | $ | 17,802 |
| Net Income Attributable to Common Shareholders | $ | 9,410 | $ | 15,591 |
| Net Income Attributable to Common<br><br> <br>Shareholders per Diluted Common Share | $ | 0.17 | $ | 0.38 |
| FFO ^(1)^ | $ | 10,091 | $ | 8,544 |
| FFO ^(1)^ per Diluted Common Share | $ | 0.20 | $ | 0.20 |
| Normalized FFO ^(1)^ | $ | 11,016 | $ | 8,544 |
| Normalized FFO ^(1)^ per Diluted Common Share | $ | 0.22 | $ | 0.20 |
| Weighted Average Shares Outstanding | 51,128 | 42,390 |
| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 16 |
| --- | --- | | | For the Twelve Months Ended | | | | | | --- | --- | --- | --- | --- | --- | | | December 31, | | | | | | | 2021 | | 2020 | | | | Total Income | $ | 186,099 | $ | 163,609 | | | Total Expenses | $ | 152,163 | $ | 135,296 | | | Increase (Decrease) in Fair Value of Marketable Securities | $ | 25,052 | $ | (14,119 | ) | | Net Income (Loss) Attributable to Common Shareholders | $ | 21,249 | $ | (29,759 | ) | | Net Income (Loss) Attributable to Common <br>Shareholders per Diluted Common Share | $ | 0.45 | $ | (0.72 | ) | | FFO ^(1)^ | $ | 39,149 | $ | 26,283 | | | FFO ^(1)^ per Diluted Common Share | $ | 0.83 | $ | 0.63 | | | Normalized FFO ^(1)^ | $ | 41,144 | $ | 29,154 | | | Normalized FFO ^(1)^ per Diluted Common Share | $ | 0.87 | $ | 0.70 | | | Weighted Average Shares Outstanding | | 47,432 | | 41,395 | |
A summary of significant balance sheet information as of December 31, 2021 and 2020 is as follows (in thousands):
| December31, 2021 | December 31, 2020 | |||
|---|---|---|---|---|
| Gross Real Estate Investments | $ | 1,205,091 | $ | 1,108,483 |
| Marketable Securities at Fair Value | $ | 113,748 | $ | 103,172 |
| Total Assets | $ | 1,270,820 | $ | 1,089,413 |
| Mortgages Payable, net | $ | 452,567 | $ | 471,477 |
| Loans Payable, net | $ | 46,757 | $ | 17,296 |
| Total Shareholders’ Equity | $ | 742,140 | $ | 501,808 |
Samuel A. Landy, President and CEO, commented on the 2021 results.
“UMH continues to execute on our long-term business plan which has resulted in an all-time high stock price with ample growth opportunities. Our accomplishments during the year include:
| ● | Increased<br> Rental and Related Income by 11%; |
|---|---|
| ● | Increased<br> Community Net Operating Income (“NOI”) by 13%; |
| ● | Increased<br> Normalized Funds from Operations (“Normalized FFO”) by 41% and Normalized FFO per share by 24%; |
| ● | Improved<br> our Operating Expense ratio by 130 basis points to 42.8%; |
| ● | Increased<br> Same Property NOI by 13%; |
| ● | Increased<br> Same Property Occupancy by 413 sites from 85.4% to 87.1% or 170 basis points; |
| ● | Increased<br> our rental home portfolio by 454 homes to approximately 8,700 total rental homes, representing an increase of 6%; |
| ● | Increased<br> rental home occupancy by 90 basis points from 94.6% to 95.5%; |
| ● | Increased<br> Sales of Manufactured Homes by 34%; |
| ● | Acquired<br> three communities containing approximately 543 homesites for a total cost of approximately $18.3 million (in addition to one<br> community acquired in December 2021 by our joint venture with Nuveen Real Estate); |
| ● | Increased<br> our Total Market Capitalization by 50% to $2.4 billion at yearend; |
| ● | Increased<br> our Equity Market Capitalization by 127% to $1.4 billion at yearend; |
| ● | Reduced<br> our Net Debt to Total Market Capitalization from 34% at 2020 to 16% at 2021; |
| ● | Issued<br> and sold approximately 8.2 million shares of Common Stock through At-the-Market Sale Programs for our Common Stock at a weighted<br> average price of $22.14 per share, generating gross proceeds of $182.0 million and net proceeds of $179.1 million, after offering<br> expenses; |
| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 17 |
| --- | --- | | ● | Issued<br> and sold, through an At-the-Market Sale Program for our Preferred Stock, 2.2 million shares of Series D Preferred Stock at<br> a weighted average price of $24.89 per share, generating total gross proceeds of $54.1 million and total net proceeds of $53.2 million,<br> after offering expenses; and | | --- | --- | | ● | Entered<br> into a joint venture with Nuveen Real Estate, a TIAA company, for the purpose of development or acquisition of new manufactured housing<br> communities, with an initial capital commitment by the joint venture partners of at least $70 million and potentially up to $170<br> million, 60% of which would be provided by Nuveen Real Estate and 40% of which would be provided by the Company. The joint venture<br> acquired one community, containing approximately 219 developed home sites, for a total purchase price of $22.2 million.” |
“2021 was an exceptional year for UMH. Our community level operations are stronger than ever before. Our community drone videos are available on our website. They are a great resource for shareholders that effectively exhibit the high quality portfolio that we own. They also demonstrate our residents and employees pride in their homes and their communities. It’s part of the reason we maintain 96% rental home occupancy and continue to grow our business. We have a proven business plan that continues to generate industry leading same property operating results, growing sales and robust FFO growth.”
“Demand for affordable housing at our communities remains strong as demonstrated by our strong same property and sales results. Same property income increased by 9.5% and same property NOI increased by 13.2%. This was driven by rental rate increases of 4.8% and an occupancy increase of 170 basis points or 413 sites. Home sales improved by 34% year over year and generated a sales profit of approximately $2 million as compared to $770,000 last year. We can continue to generate similar results organically by filling our 3,400 vacant sites and developing our 1,830 acres of vacant land.”
“During the year, we acquired three communities containing approximately 543 developed homesites for an aggregate cost of $18.3 million. We also entered into a joint venture with Nuveen Real Estate for the acquisition and development of new manufactured housing communities. This joint venture acquired one newly developed community in Florida containing 219 sites.”
“Subsequent to year end, we sold $102.7 million of 4.72% unsecured bonds in Israel. This capital, as well as capital raised through our ATM and other sources, will be used to redeem our $247 million 6.75% Series C preferred stock in July of 2022. In January of 2023, we can redeem our $215 million 6.375% Series D preferred stock. These transactions will drive incremental FFO growth. We are well positioned to execute on both of these redemptions.”
“Our results and future growth prospects allowed us to raise our dividend for two consecutive years. We believe we are on track for continued dividend growth in the future. We look forward to continuing to execute on our business plan and building long-term value for our dedicated shareholders.”
UMH Properties, Inc. will host its Fourth Quarter and Year Ended December 31, 2021 Financial Results Webcast and Conference Call. Senior management will discuss the results, current market conditions and future outlook on Friday, February 25, 2022 at 10:00 a.m. Eastern Time.
The Company’s fourth quarter and year ended December 31, 2021 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 microphone icon found on the homepage www.umh.reit to access the call. Interested parties can also participate via conference call by calling toll free 844-200-6205 (domestically) or 929-526-1599 (internationally).
The replay of the conference call will be available at 12:00 p.m. Eastern Time on Friday, February 25, 2022 and can be accessed by dialing toll free 866-813-9403 (domestically) and +44 204-525-0658 (internationally) and entering the passcode 412561. A transcript of the call and the webcast replay will be available at the Company’s website, www.umh.reit.
| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 18 |
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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. UMH also has an ownership interest in and operates one community in Florida, containing 219 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.
Note:
| (1) | Non-GAAP<br> Information: We assess and measure our overall operating results based upon an industry performance measure referred to as Funds<br> from Operations Attributable to Common Shareholders (“FFO”), which management believes is a useful indicator of our operating<br> performance. FFO is used by industry analysts and investors as a supplemental operating performance measure of a REIT. FFO, as defined<br> by The National Association of Real Estate Investment Trusts (“NAREIT”), represents net income (loss) attributable to<br> common shareholders, as defined by accounting principles generally accepted in the United States of America (“U.S. GAAP”),<br> excluding extraordinary items, as defined under U.S. GAAP, gains or losses from sales of previously depreciated real estate assets,<br> impairment charges related to depreciable real estate assets, and the change in the fair value of marketable securities plus certain<br> non-cash items such as real estate asset depreciation and amortization. Included in the NAREIT FFO White Paper - 2018 Restatement,<br> is an option pertaining to assets incidental to our main business in the calculation of NAREIT FFO to make an election to include<br> or exclude gains and losses on the sale of these assets, such as marketable equity securities, and include or exclude mark-to-market<br> changes in the value recognized on these marketable equity securities. In conjunction with the adoption of the FFO White Paper -<br> 2018 Restatement, for all periods presented, we have elected to exclude the change in the fair value of marketable securities from<br> our FFO calculation. Prior to the adoption of the FFO White Paper – 2018 Restatement, we utilized Core Funds from Operations<br> (Core FFO), which we defined as FFO, excluding the change in the fair value of marketable securities. NAREIT created FFO as a non-U.S.<br> GAAP supplemental measure of REIT operating performance. We define Normalized Funds from Operations Attributable to Common Shareholders<br> (“Normalized FFO”), as FFO, excluding gains and losses realized on marketable securities investments and certain one-time<br> charges. FFO and Normalized FFO should be considered as supplemental measures of operating performance used by REITs. FFO and Normalized<br> FFO exclude historical cost depreciation as an expense and may facilitate the comparison of REITs which have a different cost basis.<br> However, other REITs may use different 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 FFO are significant components in understanding<br> the Company’s financial performance. |
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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 income (loss) to the Company’s FFO and Normalized FFO for the three and twelve months ended December 31, 2021 and 2020 are calculated as follows (in thousands except footnotes):
| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 19 |
| --- | --- | | | Three Months Ended | | | | | | Twelve Months Ended | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | 12/31/21 | | | 12/31/20 | | | 12/31/21 | | | 12/31/20 | | | | Net Income (Loss) Attributable to Common Shareholders | $ | 9,410 | | $ | 15,591 | | $ | 21,249 | | $ | (29,759 | ) | | Depreciation Expense | | 11,552 | | | 10,716 | | | 45,124 | | | 41,707 | | | Loss on Sales of Property and Equipment | | 61 | | | 39 | | | 170 | | | 216 | | | (Increase) Decrease in Fair Value of Marketable Securities | | (10,932 | ) | | (17,802 | ) | | (25,052 | ) | | 14,119 | | | Gain on Sales of Marketable Securities, net | | -0- | | | -0- | | | (2,342 | ) | | | | | FFO Attributable to Common Shareholders | | 10,091 | | | 8,544 | | | 39,149 | | | 26,283 | | | Redemption of Preferred Stock | | -0- | | | -0- | | | -0- | | | 2,871 | | | Non-Recurring Other Expense ^(1)^ | | 925 | | | -0- | | | 1,995 | | | -0- | | | Normalized FFO Attributable to Common Shareholders | $ | 11,016 | | $ | 8,544 | | $ | 41,144 | | $ | 29,154 | | | (1) | Consists<br> of special bonus and restricted stock grants for the August 2020 groundbreaking Fannie<br> Mae financing, which is being expensed over the vesting period ($1.8 million) and non-recurring<br> expenses for the joint venture ($171,000) in 2021. | | --- | --- |
The diluted weighted shares outstanding used in the calculation of FFO per Diluted Common Share and Normalized FFO per Diluted Common Share were 51.1 million and 47.4 million shares for the three and twelve months ended December 31, 2021, respectively, and 42.4 million and 41.7 million shares for the three and twelve months ended December 31, 2020, respectively. Common stock equivalents resulting from stock options in the amount of 1.4 million and 1.1 million shares for the three and twelve months ended December 31, 2021, respectively, and 636,000 and 350,000 shares for the three and twelve months ended December 31, 2020, respectively, are included in the diluted weighted shares outstanding. Common stock equivalents for the twelve months ended December 31, 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 twelve months ended December 31, 2021 and 2020 (in thousands):
| 2021 | 2020 | |||||
|---|---|---|---|---|---|---|
| Operating Activities | $ | 65,163 | $ | 66,839 | ||
| Investing Activities | (94,364 | ) | (103,770 | ) | ||
| Financing Activities | 125,634 | 46,528 |
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| UMH Properties, Inc. | Fourth Quarter FY 2021 Supplemental Information | 20 |
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